The Lonely Child of Gallifrey
by sss979
Summary: The Doctor has a desperate plan to wake himself and expel the creature that slowly killing his mind. But he's running out of time. Book 4 of the Quiescenary Series.
1. Prologue

**Title: **The Lonely Child of Gallifrey  
**Summary: **The Doctor has a desperate plan to wake himself and expel the creature that slowly killing his mind. But he's running out of time. Book 4 of the Quiescenary Series.  
**Rating: **PG  
**Warnings: **None. (Wow, that's a first...)  
**A/N:** This is intended to be the fourth book in a series exploring the secrets and memories of the Doctor. Starting here would be rather like starting Lord of the Rings in the second installment - you can do it, but you will be a bit confused to start.  
**A word about canon:** Elements strewn throughout "strict canon" (defined by me as Classic and New TV series AND mainline Big Finish audio dramas) and "sub-canon" (books, comics, etc) are utilized, though sub-canon will not be strictly adhered to. The author assumes reader knowledge of the 2005 reboot, Series 1-6 (not 7, because I started writing before series 7 and frankly, I don't want to deal with the Skaro/Dalek mess). All references to Classic canon and Big Finish (and there will be many) will be self-explanatory.

**PROLOGUE**

**Previously...**

"It's called a Quiescenary," River explained as Rose knelt beside the unconscious figure of the Tenth Doctor. "It's a very primitive consciousness of pure psyonic energy that latches onto the oldest, most powerful thing in its peripheral area and drains it dry."

"So what do we do?" Rose demanded.

"We're going to have to go inside, drain its current food source and see if we can force it out of the Doctor and into the Tardis Matrix."

*X*X*X*

"You're going to starve a Quiescenary in the mind of a Time Lord?"

The elegant woman - a keeper of the Doctor's memories, created to maintain order inside of his mind - raised a brow as she looked at Rose.

"Yes," Rose answered firmly. But her countenance fell as Romana giggled. "What's wrong with that?"

"Well, you can't!"  
"Why not?"

"Well, for one thing, you'd kill the Doctor."

*X*X*X*

"The structure is breaking down," the Eleventh Doctor whispered, eyes sliding closed as he leaned on River for support. "My memories. The way they're organized. They're... melting. Flowing together."

*X*X*X*

"No one but your current incarnation of me will know where things are in his informational substructure."

Talking to a former incarnation of the Doctor, inside of one of his own memories, was more frustrating than Rose had expected it to be. _He _was more frustrating, more easily flustered. And the way he was pacing was making her anxious.

"The memories are the same - some of them, at least. Most of them, I would think. But the pathways are quite different. Things are prioritized and categorized differently because they have different significance with each regeneration. No one else will know where things are kept except the version of me that's under attack."

"Well, believe me, I would love to talk to him." Rose leaned forward, staring directly at him as she asked pointedly, "But _how_ do I get him into that hallway?"

"You're going to need help."

*X*X*X*

"Captain Jack Harkness?"

River stood beside the man's table with her hands on her hips, returning his stare. "Who wants to know?" he asked warily.

"River Song." She offered a hand in friendly greeting, and a tight smile to match. "I'm a friend of the Doctor's. He needs your help. Will you come?"

*X*X*X*

"Doctor, you're _not _well."

He shut his eyes hard, fists clenching in determination. He had the minds of a half dozen companions running through his head - Rose, Sarah Jane, Martha, Tegan, Jack... Their thoughts and reactions to everything they saw, he felt first hand. And he was still pushing for more.

"No, I'm not done yet."

He leaned forward in the chair and grabbed the console, but it wasn't enough to keep him from falling to his knees, gripping the edge as tightly as he could. River wrapped her arms around him, hauling him back up into the chair.

"You are," she said firmly. "You're done."

"No." He took a moment to breathe, then looked up at her. "I need Amy."

*X*X*X*

The memory they were in had turned to utter chaos. Amy could feel herself falling as she shut her eyes, choking back her scream. The tidal wave of blackness came, and swept over her, taking the breath out of her lungs and surrounding her with silence. The rumbling, cracking sounds were lost in the rush of wind as a hundred doors slammed deafeningly, all at once. They were back in the hallway, and they were not alone.

"What the bloody _hell _is going on here!"

"Doctor!"

*X*X*X*

"What am I doing here?" Rose awoke in a panic to find River leaning over her. "I have to get back! The Doctor's in trouble! He needs me!"

"The Doctor's fine, Rose. He's okay. Relax."

"He's _not _fine! Everything is crumbling and I just left him there!"

"You didn't leave him. He sent you out."

"No!" It was as close to a scream as she'd ever come. "He can't do that! Send me back!"

*X*X*X*

"Out!" the Doctor yelled, spinning to the audience that was still watching him. "Get _out _of my head! Now!"

He fixed his eyes on each of them in turn, banishing them from his thoughts and watching them disappear. Sarah Jane. Tegan. Jack. The unfamiliar dark-skinned girl. And -

"Stop."

The exhausted, familiar voice from behind him made him spin around and take a stumbling step back, against the wall. The man was sitting on the floor, slouched against the beam, watching with half-lidded eyes. The Doctor stared at him for a long moment, wrestling with a thousand questions and ending on only one. He knew who the man was. He could feel it. He would've known him if he was blind, deaf, and dumb.

"Why?"

The man drew in a slow, tired breath. "Because you can't do this alone. And you know it."

"And you're here to help?" the Doctor shot with disdain.

"No. I can't stay here. You know that."

"You're damn right I know that. And the last thing we need is to collapse this entire structure with a paradox, so get out."

The man, his future self, shifted his eyes to the last remaining companion, standing nearby and watching with wide eyes. "Amy?"

She swallowed hard as she approached cautiously. "Yes?"

"I'll do everything I can to keep the channel open for as long as possible." She crouched down beside him, and he reached up to hold her arm weakly. "Help him. And trust him. Do whatever he says. Don't ask why."

She nodded. "Alright."


	2. Chapter One - Assistance

**CHAPTER ONE**

**Assistance**

"I'm staying."

The Eleventh Doctor looked up, across the console, around the time rotor, at Captain Jack Harkness. He was the only one of the Doctor's former companions that had not yet been neatly deposited back in their own time. He probably should've been the first. It had been a very long time since the Doctor had last seen him - a lifetime ago, in fact - but he remembered him well enough. He knew the man was almost certainly going to put up a fight about leaving before he knew how the story ended. And sure enough, the look on his face was unwavering, clearly ready to defend if his bold statement was challenged.

Still too weak from the effects of all the mental stress that he had endured in the past few hours to rise immediately to the bait, the Eleventh Doctor looked away again. His proximity to his previous incarnation, lying unconscious on the floor of the Tardis, was still making him feel the effects of what was happening in his former self's head. The Quiescenary was still occupying the corridors of his mind, still consuming dormant psyonic energy. As it did, it brought those memories and all of the emotions attached to that energy right to the forefront of his thoughts - a chaotic swirl of frustration and love and anger and loss and joy and pain. And it was all happening, all at once, in the mind of the Eleventh Doctor as he attempted to save the life of his former self.

"I don't need you," he said plainly, too tired to even attempt to make niceties.

"Then why did you bring me here?"

"You did what I needed you to do. Staying here now won't change a thing."

Jack crossed his arms over his chest. "I can still help."

"I don't need your help."

"Yes, you do!" Jack took a step forward, jaw set. "Doc, I know what this thing is and how it works. Probably better than you do. And he's going to need a familiar face when he wakes up."

"Rose is here."

"Rose is almost as drained as he is. And that's another thing -"

"I'm taking you home, Jack."

"If you're him - a future him - then you oughtta remember Rose pretty well." Jack was following him around the console with a determined stride. "You oughtta know she's not going to just stand idly by and wait for this to all pan out. She's going to be a mess."

As he was setting coordinates, Jack was leaning beside him, eyes piercing.

"I'm willing to deal with that," Jack continued. "To help her. Frankly, you're in no condition to. And whatever you think about me, I know you still care about her."

The Doctor cast a lingering look at Jack, then at the figure lying on the grate floor of the Tardis. The earlier Doctor had been in a self-induced coma. Now he was only sleeping. He was conscious, at least on a base level. It had been their goal, the best thing they could possibly do for him. Now it was up to him. They wouldn't be able to fully wake him up from the outside, and the Doctor knew that. There was nothing they could do now but wait until he woke himself from the inside.

Jack didn't need to be there for that and frankly, there was no reason for him to be.

"Please..."

The Doctor closed his eyes as a wash of memory and emotion coursed through him, making him dizzy. He didn't have the energy to argue. He barely had the energy to stand. Gripping the edge of the console for balance, he swayed unsteadily as he focused all of his concentration for just a moment on legs that were threatening to give out. But he lost the battle. His knees buckled, his grip tightening on the edge of the console as he dropped to the grate floor of his former Tardis.

"Doc!"

Jack reached out to catch him as he fell. Breathing hard, the Doctor shut his eyes tight against the pain and confusion in his head. The weakness and exhaustion was disorienting. He simply wanted to sink to the floor and sleep right there in the console room, next to his former incarnation. He couldn't do that... He had to get up...

Jack lifted his weight, and he struggled to pull his feet back under him with some success. "Are you okay?"

"My head..."

He opened his eyes and watched as the colors of the Tardis control room ebbed and faded and swirled together. Sleep was on the edge of his consciousness - the random and disjointed thoughts of the moments just prior to drifting off. He had never, in all of his thousand years, been so tired. For just an instant, he didn't even care if he woke up. But that thought quickly passed.

There was a part of his brain that could think, tucked somewhere in a small corner and unconnected to the rest of him. He knew that because he could sense that part of his mind racing over _why _he was so exhausted. He'd been running on adrenaline for too long now, channeling too many people with all of their thoughts and emotional reactions into a danger zone where he had to keep continually aware of them. His own journey into that danger zone - a risk he probably never should've taken - had set him face to face with his former self, if only as a mental construct. It was too much. As soon as the adrenaline wore off and the pain set in - the splitting headache behind his right eye - he was suddenly feeling the effects of all the mental torture he'd been subjecting himself to from the moment he'd opened the door to this foreign, previous Tardis.

"You shouldn't be in the same room as him," Jack said firmly.

The Doctor turned his head slowly to look at his former, unconscious self. Using the last of his energy, he took a deep breath and tightened his grip on the console, pulling himself back to his feet. "I need to..." He lost his train of thought, and shook his head slowly as he tried to construct another one, leaning forward. "Quiescenary. I have to keep it... So tired..."

"You need rest."

He looked up at Jack, pleadingly, and reached out a hand, grabbing his arm with all the strength he had. There were no words he could've managed even if he'd tried.

"Come on," Jack guided him.

It was all he could do to aid in his own progress towards his room. Stumbling over his own two feet, dizzy and in a perpetual state of falling, he tried his best to keep his eyes focused. He tried, and he failed.

"Jack?"

"Yeah?"

The Doctor opened his eyes, but only briefly, as he put together the last of his thoughts. He was lying on his bed. He was only vaguely aware of how he'd ended up here, even though he'd just made the trip.

"Take care of Rose while I'm..." Again, his mind trailed off. This time, he didn't even bother trying to pick up the thoughts again. He simply let his eyes slide closed and let himself drift away. The last thing he was aware of was the sound of Jack's voice, low and reassuring.

"Don't worry, Doc. I'll take care of her."

*X*X*X*

"She said it was a Quiescenary. That monster thing..."

The Doctor turned and fixed his stare on the ginger with the Scottish accent, slowing his pace to match hers as they headed down the never ending hallway that organized his memories. She was the one in high heels, after all.

"Who said?" he asked warily, studying her.

"River."

"Who's River?"

"She's -" Amy cut off suddenly and frowned. "Oh, right. You probably haven't met her yet."

"Apparently not."

Amy winced. "Um... Spoilers?"

The Doctor studied her for a moment, frowned, then turned to look up and down the hallway. Behind each of the doors on either side was a piece of his life, tucked away for safe keeping. This particular hallway, badly damaged by the efforts of a half dozen companions from his past and present and - in the case of Amy and the woman whose name he'd never gotten - future. He frowned as he realized that he couldn't even remember the unfamiliar woman's face. That fact was proof positive of the fragile state of his mind right now. The entire structure was collapsing.

Of course, it was probably a good thing that he couldn't remember her. If she was from his future - if Amy was, for that matter - he didn't want to know her. Not that this was the first time he'd bent the rules to converse with people - even himself - from his own future. And not that he was the only Time Lord to ever do so. In fact, he could think of one individual right off the top of his head who'd had more than just a few passing chats with his other selves. But that had all been in the days when Gallifrey was still in the sky. In those days, the High Council would have been the ones ultimately responsible for fixing anything that had been damaged by any Time Lord who went tiptoeing across the Web of Time.

Now there was only him...

"So, you're the Doctor, right?" Amy pressed. "Got a plan for how we're gonna fix this mess?"

"If the Quiescenary feeds off of dormant psyonic energy," he breathed in deep, taking in the scent of the fully charged air around him, "then it won't stick around here. Anything that was dormant in this area is well awake now."

"Good. Let's get out of here then. This place gives me the creeps anyway."

He couldn't have put it better himself. Uneasy in the eerie, fragile stillness of the shattered hallway, he slipped his hands into his pockets as he stared into the darkness. In the distance, he could hear it. He could feel it breathing. He could sense its movements, like a cool breeze on his skin. The Quiescenary. The parasite that would feed on his memories until its host finally, eventually, died. He couldn't expel it face to face, and he didn't really want another close encounter if he could avoid it. The creature was made of pure emotional energy. He was still having difficulty keeping his breathing steady after the last time...

"So what else is there besides this hallway and memories of really bad days?" Amy asked.

"This is just one hallway of a million," he answered quietly, reaching out to touch the cool surface. He could feel it pulse, its structure held together by thin threads of fragile energy - like a badly cracked piece of glass that would shatter at the slightest touch. "Each one holds a different set of memories - some bad, some good."

"So we've got to wake up your memories in a million hallways?"

"No!"

She put up her hands in surrender at his enthusiastic response. "Alright, alright. No need to shout."

The Doctor glared hard at her and she shifted uneasily.

"I didn't exactly get any real instructions when I got sent in here, you know," she continued. "And now that Rose is gone, all I've got left from what he - you - told me is to open doors."

"If you had any idea how much damage you've done to the structural integrity of my mind..."

"Well, it wasn't my bright idea. What is this place, anyways? Is this how everybody's mind looks?"

"No."

"Why does it look like the hallways in the Tardis?"

He glanced at her, but didn't answer. Instead, he watched as she tipped her head back to look at the ceiling while she walked. She was surveying everything, as if exploring a new planet for the first time.

"Do you even know what's behind all these doors?"

"No."

"No?" Clearly that wasn't the answer she'd been expecting. "But they're in your mind. How could you not know?"

"I don't look." He was aware of his tone - a bit too hard - but he didn't bother trying to soften it. But he was still on edge, and right now he wanted to be alone more than anything. He certainly didn't want to talk.

"How can you not look at your own memories?"

"No reason to look."

He could feel her eyes on him, the skepticism and wariness. She knew him no better than he knew her. She was the companion of a future regeneration - unlike himself in most ways, if he had to guess - and he still wasn't entirely sure how she'd gotten here. Or, maybe more importantly, _why_. If it had truly been a future version of himself that had brought her here and asked him to keep her with him, then it made even less sense. Why risk involving her in a paradox -inside of his mind, no less - if they _didn't _find a way to stop this thing from killing him? If he truly needed help, someone from his future was not the ideal source of that help.

"Okay, fine, so clearly you're not keen on conversation," she finally surmised. "How about you just tell me how we go about stopping this thing from killing you, then?"

"I don't know yet," he admitted.

He eyed the doors warily as he passed them. He could still feel everything locked behind them, still sense just how delicate their surroundings were. He wanted out of this area - as far from it as he could get. It was entirely too fragile and uncomfortable here.

"Well, we know the more it eats, the stronger it gets," she offered. "Is there someplace we can, I don't know, entice it towards where it won't have as much to eat?"

"Do you have any suggestions for how we might 'entice' it?"

"No. But I thought you might. I mean, you're supposed to be the Doctor, right?"

"Supposed to be?"

"Can you actually feel what it's doing to you? Like... it's getting stronger and you're getting weaker?"

Finally, the Doctor stopped and turned to face her. "Listen. I know it's very uncomfortable for you to be here right now."

"Uncomfortable? Me? I'm not -"

"I can feel it," he interrupted her. "Not to mention you've barely stopped talking to take a breath since my other incarnation left. So please. Stop."

She stopped. For a long moment, she just stared at him. He took a deep breath, and gathered his thoughts before continuing.

"You're here to help, and I appreciate that. But this is my problem, my responsibility. Let me handle it my way."

She looked hurt and confused. "I'm just trying to help."

"I know. But right now, I need to think. And I need you to be quiet."

"Okay..."

Her apprehensive tone made it clear that she wouldn't be quiet for long. She was using all of the talking to mask her uneasiness at the fact that she didn't know how to fix what she didn't even comprehend. She didn't know him, and his presence offered her no comfort. And since he didn't even know her Doctor, he couldn't give her a reassuring glimpse of a past life to put her mind at ease. They were just going to have to do their best to work together - two complete strangers in the intimate corners of his mind.

He wasn't looking forward to this.

"How did you get here?" he asked, hoping to distract her away from what she couldn't control and put her mind on things she could. She could answer simple questions, and he could run that conversation on autopilot while he considered more important things.

"The same way as everyone else."

"And how was that?"

"I don't know. He - you - put your hands on my head and I was here."

The Doctor frowned, caught off guard by just how complex that simple answer was. She noticed.

"Is that a problem?" she asked.

"The fact that my future self _intentionally _increased the danger of a paradox by personally sending someone from my futurehere to wreak havoc with the structural integrity of my mind?" He gave her a sideways glance. "Yeah, it's a problem."

"Well, he said you'd come running. And you did."

"Did he say anything about what you were supposed to do once I showed up?"

"No. Just that once you were conscious, you'd be able to see the Quiescenary and know what you were dealing with."

"Which probably means he didn't know," the Doctor muttered under his breath.

She gave a short laugh as she crossed her arms across her chest. "Figures. You're rubbish at admitting when you don't know something."

He glared at her briefly before he started walking again. She ran to keep up, not at all deterred by the glare.

"What I don't understand is why, if he's from your future, wouldn't he know how this all ends?"

It was a good question. But not one he was going to take the time to explain right now. Besides, he had other things on his mind. "I need to find an undamaged section with a keeper whose structure is still intact."

"A keeper?" Amy asked, confused by the announcement.

"The keepers are part of the filing system," he explained. "They keep sections of memory organized and serve as the reference points."

"So they're... people?"

"They're sort of... memories of people."

"How does that work?"

"When you recall a specific event, you first go to a time in your life. It happens so quickly, you don't even think about it. Then you can access the specific memory you're looking for. The keepers are hypostatic energy signatures representative of particular time periods in my life."

"Okay, so where do we find one?"

"Not just any one," he clarified as he walked carefully down the hallway, in the opposite direction of the growling in the distance. "I'm going to need a very specific one."


	3. Chapter Two - The Devil You Know

**CHAPTER TWO**

**The Devil You Know**

"Where's the Doctor?"

Jack looked up from the console at the woman who stepped into the control room. He hadn't known her for very long. But it was long enough to sense that she and the Doctor - her Doctor, the one who'd just passed out from exhaustion as opposed to the one who had been comatose on the floor for god-knows-how-long - had a deep, if not intimate, relationship.

"Asleep," Jack answered.

"Asleep!" she repeated, clearly startled. "What do you mean he's asleep!"

"He's exhausted. Given what he's been through in the past few hours, I can hardly blame him."

"But the Quiescenary! His mind will be completely open if he's asleep!"

"So?" Jack nodded towards the man lying still on the floor. "Right now, that thing is locked up in his mind. It's not about to go looking for another food source, sleeping or not. And when it does, it's more likely to go for the energies of the Tardis Matrix than any one of us."

"Well, that was the original plan," she said hesitantly.

"It's a good plan. Let him sleep. He'll be fine."

Worried, she looked back and forth between Jack and the unconscious Doctor on the floor. Thankfully, she took a minute to think, and reconsidered her argument. It was a good thing, too. He was almost certain he knew more about what they were dealing with here than she did. He'd seen this thing before. He knew how it worked. She might have been the one to approach him for help, but he knew better than she did just how much she needed him.

"Where's Rose?" he asked, taking his mind off of the things he didn't want to think about.

"In the shower." River straightened her posture and walked to the console. "Hopefully it will calm her down a little."

"Calm her down?" Jack couldn't help the twinge of worry.

"Well, she wasn't happy about being woken up. And it certainly wasn't easy convincing her that I had nothing to do with it."

"And is it true?"

She glanced up. "Is what true?"

"Did you really have nothing to do with pulling her out of the Doctor's mind?"

"I didn't pull her out," she said firmly. "He did that all by himself. And I can't send her back, either, no matter how big of a tantrum she throws about it."

Jack gave a quiet chuckle and shook his head. Then he glanced around him again. He felt so out of place here, in a familiar ship that he couldn't pilot, stranded in the time vortex with nothing to do but wait. But just now, he would rather be waiting here than anywhere else. At least if he was here, he would know how this ended.

"So." River was clearly trying to start over, eyeing him carefully as she crossed her arms and leaned on the rail. "Jack Harkness. The man who can't die."

Jack frowned. "My reputation precedes me."

"If it makes you feel any better, it's a good reputation."

"It doesn't. But thanks anyway."

The Doctor trusted her; that much was obvious. Clearly she was "safe", in that sense. But she was still a stranger to him, and one with a definite advantage. Reputation, good or bad, was more than what he knew about her. That made him uneasy.

"He really seems to trust you, even after all this time," she tried again.

"The Doctor?"

"Yes."

"Can't imagine why."

"I can't either. But I find he's rarely wrong about things like that."

Jack looked up. He didn't want to be rude, but he didn't really want to play twenty questions, either. If she was driving at something, she might as well come out and say it. If she wasn't, they really had no reason to be chatting about his reputation. Just now, he would've preferred to be alone with his thoughts and the unconscious Doctor on the floor.

"Is there... something I can do for you?"

She took a breath, let it out slow, and fixed him in her gaze. "You've seen these things before."

"The Quiescenary?"

She nodded, and he looked away.

"Yes, I have."

"So tell me about them."

"I thought you studied them before you came here."

"I did. But it's not the same as firsthand experience."

Jack studied her for a moment, warily. What did she know about his firsthand experiences? There was no telling. And he had so many secrets to hide now. Guilt and regret, mistakes and responsibilities...

"How did you meet the Doctor?" he demanded, changing the topic abruptly and watching for her reaction.

She smiled, and took the question in stride. "Which time?"

"The first time."

"Mine or his?"

He raised a brow, hesitating on that question before responding. "Yours."

"Brainwashed and sent to kill him."

For a moment, he was caught off guard. But hey, at least she was being honest. "You changed your mind?"

"He changed it for me."

"How?"

"He told me about our relationship."

"Your relationship?"

"It wasn't exactly his first time meeting me."

"And this relationship... Intimate?"

"He didn't say that."

"But it is."

"Don't tell him that."

Jack frowned, and River smiled knowingly.

"Our lives are back to front. When I've known him best, he's known me least."

"And right now?" Jack asked, curious. "How well does he know you right now?"

"Well, we haven't really had the chance to discuss it, what with everything that's been happening. But I suspect I've known him a lot longer than he's known me at this point."

"How long?"

"Years. Decades. After a few years with a time traveler, you stop counting anniversaries."

He eyed her for a moment. One of the advantages to so many years as a con man, he knew when people were lying to him and when they were being honest. She was being honest - transparent, even. It was a show of faith, and he recognized it. Taking a deep breath, he responded in kind.

"I used to work for the Time Agency, in the height of its power during the 51st Century. One of the last memories I have of working for them was an investigation into the Quiescenary, and Klup."

"Why was Klup of any interest to the Time Agency?"

"Thirty years after the quarantine was lifted on Klup, just by chance, a Time Agent came into contact with something that was an awful lot like a Quiescenary. It didn't kill him, but it used him to gain access to some classified information. The Intergalactic Protection Agency was notified of what we thought was a breach of quarantine. But when they checked Klup again, it was a rock, completely dead. There was nothing _to _escape. The IPA dismissed the report. But my superiors launched their own investigation into the nature of the Quiescenary, how it might have gotten off world and what threat it might pose with the information it had gained."

"There's no record of a Quiescenary being found anywhere but Klup."

"No, there wouldn't be. Not officially, anyway. Like I said, the IPA dismissed it."

"You're saying this thing did get off the quarantined planet?"

"Maybe not. But something very like it did. We tracked it down, and we destroyed it."

"If you destroyed it, you must have some idea what it was, how dangerous it was."

"The Quiescenary was originally developedto be a form of governmental control. When the old regime was overthrown, the new government terminated the whole project. But the scientists who created it fled Klup. They disappeared long before the planet was quarantined. My best guess? What we found and killed was a later version of the biosynthetic organism that's in his head. Quiescenary two-point-oh."

River watched him silently for a moment before she turned and cast a lingering glance at the unconscious Doctor on the floor. "How did you kill it?"

"The same way you're trying to. We fed it something too powerful for it to contain."

"It'll work, then? Exposing it to the Tardis Matrix?"

"Like a charm." His gaze followed hers, and he sighed deeply. "He just needs to wake up and give it the incentive to leave."

*X*X*X*

"What's down there?"

Pausing at the mouth of a long, unlit hallway, Amy stared intently into the darkness. Shifting a bit uncomfortably, the Doctor pulled his eyes away from it and continued forward. "Nothing we need right now. Come on."

"What, can't we go down there?" Amy challenged, curious.

"No."

"Why not?"

He sighed as he realized that she wasn't following him anymore. Arms across, she'd struck a pose at the mouth of the dark hallway and was looking him expectantly.

"Because even if we did, all of the doors down that hallway are locked, and it leads to nowhere. There would be no point."

"Why are they locked? Can't you unlock them?"

"No. Not those doors."

"Why not?"

He sighed as he walked back to her slowly, trying to be patient with her. She talked to him like she knew him; she was traipsing about in his innermost consciousness. But she asked questions he wasn't prepared to answer. And she asked them as if she had a right to know.

"Because events down that hallway haven't happened yet," he said calmly. "Seeing them would mean knowing things - quite possibly things about my own future - that I'm not allowed to know yet."

Her brow crinkled in confusion with a bit of impatience. "So are you saying that you know the future? It's all locked up in your head - everything that's going to happen - and you just don't look?"

"Knowing the future is simply a matter of having seen it," he reminded her. "I could show you the future of Earth, the day it ceases to exist, the survival of the human race thereafter. That's the magic of time travel."

"So why the dark hallway with the locked doors, then? Are those just places you haven't gone yet?"

"No, it's not that simple."

He sighed and hesitated a moment, searching for an explanation she might understand. It was times like this that he wished he had the unending patience of some of his previous incarnations. Right now, he had so many other - _important_ - things on his mind, he really didn't want to play school instructor.

"There are billions and billions of fixed points and it violates the laws of time for me to know about any fixed points in my own future. I might change them - inadvertently or intentionally - and create a paradox or at the very least a cyclical timeline."

"But why have you got them all built into your head? All these memories of the future?"

"Future is an abstract construct. Time is not linear."

"Yeah, I know. But you have _memories_ of the _future_."

The Doctor sighed. "You humans think so simply. One beginning heading to one end point which is always right here and now. No concept of infinity, of the limitless possibilities of a billion different end points in past, present, and future. No understanding at all of the Web of Time."

Her brow creased deeply as she studied him. "Web of Time?"

"You're a time traveler, right?"

"I... yes, of course."

"Every time you step into the timeline, you fix points. You create things that cannot change. Once you see it, once you experience it, once you know about it, it becomes real, crystallized. If something happens, and what you saw doesn't come to pass, then you become paradoxical. And that's bad. Do you understand?"

She frowned. "Yeah, sure. Fixed points can't be changed."

"Right. Exactly. And all of those fixed points, the experiences of every time traveler - including back when there were a lot of them, before the Time War - are recorded. And that recording, with all of its points of contact throughout all of time, that makes up the Web of Time. Sever one strand, and it might only weaken the structure a little, slight enough for it to repair itself. Or it might cause the whole thing to fall apart."

"And this Web of Time, that's in your head? Down the hallway?"

"No, but I'm aware of it. I can feel - I can sense - what events are fixed points in time because they're familiar to me. When you touch a door, you know if it's hot even if you don't know what, on the other side, is making it hot. That's how fixed points are. They're there, in my mind, even if I don't know what they are."

"Oh." Her brow furrowed, clearly not understanding, but she didn't ask again.

He turned again, and continued walking. This time, she followed after him, high heels clicking on the floor. Running her hand lightly over the wall, she kept one eye on the Doctor as she walked.

"Why can I hear things through the doors?" she asked.

"You're not hearing them. You're feeling them."

She paused, then nodded slightly as she considered that. "Okay, so how come I'm feeling them?"

"The structure is breaking down. The memories are starting to leak out into my awareness."

It might have been too modest to say the memories were "leaking." They were pouring out. He could hear the energy humming, like electricity through a transformer. So many different emotions mingling together, most of them nonsensical and intense. Some of them were accompanied by brief flashes of pictures - like snapshots that came to mind with a familiar scent or a certain type of pain. But for the most part, it was pure emotion, unfamiliar and swirling. A rollercoaster through everything he'd ever felt. All at once.

She was feeling it, too, even if she didn't really realize it. He watched her as she moved quickly past a wave of fear, dragged her feet through a corridor of sadness and loneliness, and paused as a feeling of awe passed over her. Majestic and captivating, it was as if she couldn't look away, although she had no idea just what she was looking at as she was staring blankly into the darkness ahead of her. He kept walking.

"Oi, Doctor?"

He was already a few steps ahead, but he paused to look back at her, raising a brow in question.

"What's in -"

"No, don't!"

Too late. Her hand was on the opening mechanism for the door, and it flew open without any effort. Suddenly, they were both hurtling through the darkness at what felt like breakneck speed. He remained upright - at least, he thought he did. It was hard to tell when he couldn't feel the ground under his feet, and there was nothing anywhere around to gauge where he was. Just blackness everywhere, and the pressure on his chest that told him he was moving very quickly.

And then, suddenly, everything was still. The pressure subsided instantly with no counteraction. He was on his knees in the darkness of the eerily silent room. Hard, cold floor - metal? - was under him. Disoriented and a bit dizzy, he blinked a few times as he found her on her knees beside him. She was looking up, waiting for the darkness to clear. But even as it came into focus, the room was dim. Bathed in an eerie blue glow and full of...

"Doctor! Those are Daleks!"


	4. Chapter Three - Dedicated

**CHAPTER THREE**

**Dedicated**

Amy scrambled to her feet, eyes wide, nearly tripping over herself as she pressed back against the wall. Lined up on either side of two long desks, surrounding a man that she somehow knew was the Doctor, Daleks stood ready and waiting for orders. Their orders, she assumed, would come from the projection at the end of the room. She stared in horror at the holographic image as the Doctor who'd fallen through the doorway stood slowly to his feet.

"Doctor, what is that thing?" she whispered hoarsely, never taking her eyes off of the projection.

He didn't answer. She didn't really need an answer. She could work it out for herself. Was that what the Daleks looked like without their casing? Mangled and mutated and suspended in goo?

"Mankind will be harvested because of your weakness."

It sounded like a Dalek, even if its voice was lower and less frantic. Like a gurgling robot, spitting threats.

"Move back," the Doctor beside her ordered quietly, calmly. "Against the wall."

"Why?"

"Just do it!"

Pressed flat against the wall, Amy watched as the short-haired Doctor - he was the Doctor in this memory; she could feel it even if she didn't recognize his face - stared down his enemy. He was calm, emotionless. Amy watched him with fascination as he embraced his death. He wasn't afraid; he only wanted to know, "What about me? Am I becoming one of your angels?"

"You are the heathen," the gurgling Dalek answered. "You will be exterminated."

"Maybe it's time."

Surrounded by Daleks and well aware of what was coming, the Doctor faced the inevitable with no fear, eyes closed and head tipped back slightly. In fact, if she didn't know better, he might have almost looked relieved. For just a moment, Amy couldn't breathe. She cast a quick look at the Doctor standing next to her, but his eyes were shut tight.

"Um, Doctor? Is this -"

The familiar whirring sound of the Tardis made her stop mid-sentence, and made the Doctor and every Dalek turn to stare.

"Alert! Tardis materializing!"

Amy struggled to balance her own feelings of relief with the shock and confusion and... was that _dread_?... that the Doctor felt as he turned and watched the blue police box materialize.

"You will not escape!"

The doors opened with a blinding light, illuminating the figure of a woman. For a moment, it was too bright to see. But as she stepped forward, Amy recognized her. It was Rose. The same Rose who had been wandering these hallways long before Amy had arrived, trying to help the Doctor. A previous companion, a former best friend.

But Amy's eyes widened as she studied her more carefully. Was it really Rose? She resembled Rose. But she was so... glowing. As the energy leaked out through the doors, filling the room with wispy trails of golden, glowing light, the Doctor fell back.

"What have you done!" he cried as she came closer. She didn't _walk _closer; she simply appeared there, deposited by the light.

"I looked into the Tardis," she answered with an odd, tinny voice, "and the Tardis looked into me."

A rush of wind through the room, and Amy was moving through the darkness again. She might have screamed. She wasn't sure. Then, suddenly, she found herself on the floor of the hallway, on her hands and knees just in front of the Doctor's converse sneakers. Disoriented again, she blinked a few times and looked up to see him watching her with a hard stare.

"Oh! Uh..." For the moment, words had escaped her.

He offered a hand, but his expression was far from friendly, even as he pulled her to her feet.

"From now on, don't touch _anything_," he ordered coldly as she steadied herself. "This entire structure is damaged. I certainly don't want it breaking down any further."

Amy struggled to find her bearings, holding her head with her free hand. "What...what was that?"

"_That_," he answered, irritated, "is what happens when you go around opening random doors."

"Well, I didn't do it on purpose, you know! It just opened."

"Which is why I said, from here on out, don't touch _anything_."

"Well, how was I supposed to know?"

He glared at her a moment longer, then turned and started again down the hallway. Straightening her skirt, she shook off the residual emotions that weren't hers to begin with and took off after him. "Why did you have us stand against the wall?" she asked.

"So that we would be out of the way. Unnoticed."

"What do you mean, unnoticed?"

"Active memories can be overwritten, Amy. Just like time, except it doesn't affect the whole of the universe, just _me_."

Her eyes widened. "You mean... you'll remember me being in that memory now? Like I was actually there?"

"Not necessarily. But it's possible." He sighed and paused as he turned to her. "It's a fine line between observing and participating, even if the people you're observing don't ever notice you. If nothing else, you - the actual you, out there, not in my mind - will wake up from this with memories of events you haven't really experienced. Shared memories. Between you and me. That's dangerous. Do you understand?"

"Why?"

"Because no human is meant to know the contents of my mind. Not like this."

She frowned. "So is that why you sent Rose out of here? She was sharing too many memories?"

"Rose wasn't just sharing the memories of events. She was completely integrated with those memories. She couldn't tell anymore where her consciousness ended and mine began. All the more reason why _you _don't need to be wandering in and out of doors you have no business touching."

"Alright, alright!" Amy crossed her arms over her chest. "No need to get so snippy about it."

*X*X*X*

The Doctor was asleep - only sleeping, River was sure - in a bedroom she assumed had belonged to him at one time. She probably could've woken him. He'd stirred when she had touched his hair. But he needed the rest, and she let him sleep. She was exhausted, too. But she was also on guard. Until he woke up, she couldn't even give thought to the idea of sleep. Just in case...

Standing in the doorway between the control room and the hallway, she watched as Rose smoothed her hand over the unconscious Time Lord's forehead and the side of his face. Her look of concern spoke volumes, and something inside of River recognized it instinctively. The face of a woman in love, and worried, and helpless. She smiled sadly to herself. Rose couldn't possibly know how familiar River was with that feeling.

"He'll be alright, you know."

Rose looked up abruptly, masking her concern under a neutral expression - her best attempt to be as strong as she felt she needed to be. River was familiar with that feeling, too.

"You hooked me up to an IV," Rose pointed out. "Why not him?"

"He doesn't need it." River came closer. "He was in a self-induced coma, at least until just recently. Actually, it's a bit more than that. Sort of like hibernation, until it's safe to wake up again."

"What do you mean safe?"

"He was trying to heal. He can sustain for days, weeks, in the meantime."

Rose swallowed hard. "That thing. The Quiescenary. Did it do this to him? Put him into a coma?"

"I don't think so." Coming closer, River sat down across from her. "It's a self-preservation tactic. The Quiescenary isn't concerned with preserving its victims. If it's still consuming their energies when they die of dehydration, it simply moves on to another."

Rose's eyes lowered again to her Doctor. "The last time I saw him so still was when he'd just regenerated."

River smiled tightly. "Post-regenerative crisis. He's had a few of them." She sighed as she reached out and brushed his hair back, like a mother soothing her child. "Regeneration is rarely easy for him, for some reason."

Rose was quiet for a long moment, sitting back with her legs crossed, fingers steepled against her chin as she watched him. "You said the Doctor sent me out," she finally said, not looking up. "But you didn't mean _him_, did you?"

"What do you mean?"

"Well, it's not like he's in any sort of state to do anything like that. So I figured there's another Doctor - your Doctor here - that did it."

River smiled knowingly. "Yes. But no. You were channeled through me, and I _couldn't_ pull you out. I tried, when you were screaming for help. He heard that." She nodded to the figure lying between them, but kept her eyes on Rose. "In fact, if I had to guess, it's probably what finally drew him to you. He was the one who sent you out. No one else."

Rose smiled tightly as she studied him, then leaned forward slightly to take his cool hand in hers. "Even in a coma and dying, you still heard me," she whispered.

River smiled knowingly. "He always does."

"Where is he?" Rose asked, glancing up. "Your Doctor, I mean."

"Sleeping." She sighed. "He was channeling the others. He's exhausted, but recovering. He'll be fine."

"Do you think I could talk to him when he wakes up? I really need to get back in there."

"In there?"

"Back into his mind." Rose paused. "If he sent me out, he can put me back in. Isn't that right?"

River hesitated. "You're welcome to ask. Though if I know him, it won't get you anywhere."

"Good to know he hasn't changed much."

River chuckled quietly. She couldn't help it.

For a long moment, the silence stretched. Rose was stroking her thumb over the back of the Doctor's hand as she watched him with damp eyes, trying to will him awake.

"Tell me about him," she finally said, choking a bit on her voice.

"What do you mean?"

"Your Doctor."

River hesitated. "My Doctor is part of your future," she finally said gently. "It's best you don't know much about him."

Rose sighed and shrugged, not taking her eyes off the unconscious man. "I saw... things," she whispered. "While I was in there. I was hoping that if you told me about your Doctor, maybe it would help me figure them out."

"My Doctor is further removed from those events than yours. I'm afraid I wouldn't be much help in sorting them out."

"No, of course not."

River watched her for a moment, concerned by the sadness in her eyes. On the one hand, she was hesitant to press her, to ask what she'd seen. There was no telling what kind of spoilers Rose had encountered in there. But on the other, River was at least fairly sure they would all be memories from before she had even met the Doctor. Which put them out of the range of foreknowledge.

"Rose... Are you alright?"

She nodded, brushing her eyes roughly.

"Have you eaten yet? Because you probably should."

"I haven't. I should. I will, I just..." She looked up pleadingly. "I just need a few minutes. Please?"

River smiled, reassuringly. "I'll fix you some tea. Does that sound good?"

"Yeah. Thanks."

She stood with one last worried look at the Doctor. "And I'll let the Doctor - well, my Doctor - know that you want to talk to him when he wakes up."

"Thank you."

Without another word, River stepped away, leaving Rose and her Doctor in the silent control room.


	5. Chapter Four - Heart to Heart

**CHAPTER FOUR**

**Heart to Heart**

Rose wanted to be close to the Doctor. She'd brushed her hair, even taken a few minutes to put her makeup on before settling in the kitchen to the light meal River set out. And she tried to eat; she really did. But she still only had one line of thought, running in circles around her head. Where was he? What was he going through? Was he okay? Even sitting beside him, as close as she could get, she wasn't close enough to answer those questions.

"Hey, Rose."

She looked up, and gave a genuine smile as she saw Jack standing in the doorway that River had exited not long before. For just a moment, her spirits lifted. She hadn't realized he was still here. After all, none of the other companions she'd met or encountered inside the Doctor's mind were still in the Tardis. None except Amy, who was unconscious. And in any case, nobody she knew. Unlike Jack. She was genuinely relieved to see him.

"Hey."

"How're you feeling?"

"Better, thanks."

He crossed to her and she stood from the table to offer him a hug. As soon as his arms closed around her, she felt her eyes sting with hyper-emotional tears again, and willed herself not to cry by focusing on her mascara instead of all the mixed feelings that were still raging inside of her. Her own thoughts and the Doctor's, and emotion from every direction. None of it made sense, and it felt as though it shouldn't have done. She just wanted to cry.

She swallowed hard as she clung to Jack - the one thing that was familiar and comforting and very much _solid_ in this world around her. He tightened his arms around her, clinging to her as tightly as she was to him. He didn't let go, and she held on until the urge to cry subsided. It was several full minutes before she finally pulled away and took a deep, cleansing breath.

"So how've you been?" she finally managed, carefully dabbing the corners of her eyes. "Haven't seen you in... feels like forever. Satellite Five or Game Station or whatever it's called now. Then." She laughed tightly. "Oh, you know what I mean."

He gave her a sad smile, pulling her chair out for her before he sat down at the other side of the table. "I've been fine. I've missed you."

"Missed you, too." Her smile was genuine as she looked him over - he looked so much older somehow, more tired...

"The Doctor's awake," he said quietly. For just a moment, Rose felt a flash of excitement before Jack corrected, "The one back in the room, I mean."

"Oh." She lowered her eyes again.

"River said you'd want to talk to him."

"Is she in there? Because I'd really rather -"

"No. She's not. She figured you'd rather talk to him alone. She's with Amy. Still unconscious."

"Oh." Rose licked her lips. "Right. I guess, um..."

She cast a glance at the food she'd barely touched and Jack placed a reassuring hand over top of hers. "Go on, Rose," he said quietly. "If there's anyone you can talk to here, it should be him."

"But I don't even know him," she answered, hearing the tremor in her voice. "I mean... he's the Doctor, yeah. But he's different, too."

"He's still the Doctor. And if nothing else, he knows you. And he still cares."

Glancing back up, she gave a tight smile and nod, then turned her hand to squeeze his before she stood, and headed toward the Doctor's room.

*X*X*X*

"So. Who is she, exactly?"

The Doctor glanced at Amy questioningly.

"Rose," Amy clarified. "I didn't really get a chance to talk to her. She was all weird and confused by the time I found her."

Still, the Doctor didn't answer. Instead, he turned his attention back to the hallway, walking a bit more quickly as he felt the familiarity of the memories and emotions seeping through the doors on either side of him. He was headed in the right direction.

"She was in here for a long time."

The Doctor breathed in deeply, ignoring the woman walking beside him. He could feel her frustration cutting through his own concentration. She was clearly not used to being ignored.

"In your memories, she's with you when you looked different. How long has she been traveling with you?"

"A few years," the Doctor finally answered, hoping it would be enough to satisfy her curiosity but knowing that it wouldn't.

"So who is she?"

"She's a friend."

"Right, so, glowing gold is a normal thing for people who travel with you? How long before I get that superpower?"

The Doctor raised a brow, confused. "Glowing gold?"

"That memory. The room, with the Daleks..."

"Oh."

It was the only answer she got. Brow furrowed, she waited for more.

"Doctor, she was glowing and floating! Normal people don't do that." She frowned again. "Is Rose human?"

"Does it matter?"

"Well, it's not like we have a whole long list of things to talk about. Some reason you don't want to tell me about her?"

He sighed. "The Tardis was using her to confront the Daleks. It was very dangerous, and it could've killed her. It _did _kill me."

"Killed you? Oh, you mean that regeneration thing."

"Yes."

"So how was the Tardis using her? _Why_ was the Tardis using her?"

"Did you notice the room full of Daleks?" It was obviously a rhetorical question. "There were about a half a million more that you couldn't see, invading Earth. And I couldn't stop it alone."

She frowned. He'd missed the point. "Okay, then, why was the Tardis using _her_? Why Rose?"

His eyes narrowed at her, a bit irritated. "Do you always ask so many questions?"

"Look, you never mention her, so excuse me if I'm a bit curious."

He hesitated a long moment before finally answering, his voice low and serious. "If I never mention her, there's probably a very good reason. And since I don't know what it is yet, I'd prefer not to talk about it."

Amy eyed him warily and decided it best to just nod and end her line of questioning. "Fine, fine." She grumbled under her breath as she continued, keeping pace with him. "You sure do get tetchy when things don't go your way..."

*X*X*X*

She paused at the doorway. He looked like he was still asleep, although the door was open. Rose took a long moment to study him, standing in the hallway, before she dared to come closer. This was the Doctor's room, but the man inside was not the man she knew. He was the man she'd seen in the dark - the man who'd confronted the Master. The man who was the Doctor, but a Doctor she'd never met. Inside of his mind's corridors, she had recognized him immediately; he'd felt like the Doctor, familiar and safe. But looking at him now, he was a stranger to her. There was nothing about him that was familiar. And even though she understood better than most what regeneration did to him - how some things changed and some things were still just the same - she wasn't really sure how to approach him. Just how different was he?

"You don't have to stand in the doorway."

She startled a bit at the sound of his voice. Apparently, he wasn't asleep. Chewing on her lower lip, she took a tiny step back.

"I... I'm sorry. I didn't mean to bother you..."

He opened his eyes and turned his head to look at her, but didn't move from where he was lying on his back, hands folded neatly across his stomach.

"You're not bothering me."

She took a hesitant step toward him. He looked younger than the Doctor she knew, and it was strange to think that he was actually older.

"Are you sure?" she asked quietly. "I can come back if you..."

He gave her a faint, reassuring smile as she trailed off. Then he closed his eyes again. "No, really, it's alright. Just keep the lights down, please. My head still hurts."

"Oh. Okay."

As the silence settled again, she felt its weight on her shoulders. What was she supposed to say to him? 'I used to love you so send me back'? She didn't even know how long it had been since he - this version of him - had seen her. Decades? Centuries? Had he watched her grow old and die? She shifted nervously as she considered the fact that this man, lying there so innocently, knew how it all ended. He knew her future, what would become of her.

"There's a chair over there." He pointed without looking. "If you want to sit down."

She pulled it closer to the bed before she sat down on the very edge of it, wringing her hands in her lap. "How're you feeling?"

"Tired," he admitted. "Very tired. But less confused."

"Oh, good." She actually gave a sigh of relief at that. It was good news, right? "So does that mean it's working?"

"What's working?"

"Whatever it is he's... you're... doing in there? With Amy?"

"Possibly."

She didn't like that answer. But at the moment, she wasn't sure how to press him for a better one. Even at the point of mental exhaustion, he was still keeping his tone light. It was as if he thought he could fool her into thinking everything was okay now. Or maybe it wasn't her he was trying to fool at all. Maybe the charade was for his own benefit.

"How are you?"

The question startled her. But she forced a smile in return and lowered her eyes to her hands, wringing them one over the other. "Alright, I guess."

She was still staring at her hands when his icy fingers closed over them and gave a gentle squeeze. She tensed slightly at his touch. He was so cold!

"Are you sure?"

He didn't believe her. Somehow, she wasn't surprised. Her Doctor wouldn't have believed her either. She knew the lie was written all over her face. Swallowing the lump in her throat, she shook her head. "No."

"Why not?"

There were so many thoughts and emotions swirling in her head, she wasn't really sure of anything right now. Could he understand that? And why was he asking, anyway? Was it because he felt he had to do? Or because he genuinely cared?

_Stop it, Rose; of course he cares!_

But just now, staring into the face of an unfamiliar man while the man she loved was dying on the Tardis floor, caught up in memories she never should've seen, things about him that she never should've witnessed, she could barely think straight. Much less could she put her thoughts into words.

"It's okay, Rose," he whispered reassuringly. "You've been through a lot. And if there's anyone safe to talk to, it's me."

She took a deep breath and blew it out slowly, refocusing her attention. "Are you...? You're the one that saved me from the Master."

He smiled faintly, eyes sliding closed again as he withdrew his icy hand. "That wasn't really the Master."

"Yeah, I know. He told me. Some kind of... corporeal manifestation, he said?"

The Doctor nodded slightly, but didn't answer.

She smiled tightly as she finally chanced a look up at him. "Well, thanks for that."

"You don't have to thank me. It's my fault you were even in that mess."

She paused, letting the memory replay in her mind. There were few things - and even fewer people - who truly scared Rose. That man, real or not, had been one of them. His cold disregard for her life was more terrifying than if he'd outright hated her.

"What happened to him?" she asked hesitantly.

"What do you mean?"

"Well, when I first met him, he seemed so... normal. I mean... he was a child. Bit of a cheeky little brat, but still, pretty harmless. But he changed. He became such a monster in the end."

The Doctor's eyes opened slowly and he stared up at the dimly lit ceiling above him. Even in the shadows, Rose could see the look of sadness on his face.

"Is he... _was _he... really like that?"

"He was a lot of things," the Doctor said softly. "And a monster was one of them."

"But he... he was your friend, once."

"He was. Once."

She swallowed hard, and bowed her head again. "I'm sorry."

"Don't be. It wasn't your doing. And besides, he's long gone."

"With all the other Time Lords, right?"

He hesitated a moment, then looked her in the eye to answer with a quiet, solemn, "Yes."

She nodded slowly and looked away. He let the silence linger for a moment before interrupting it again. "You never answered my question."

"What question?"

"Why you're not alright. It can't just be about the Master."

She avoided his gaze as she shook her head, but she could feel the weight of his stare. She licked her lips to bring moisture back to her mouth before she finally spoke. "You... know the things that I saw?" she asked warily. "When I was in there?"

"More or less."

She let out a breath she hadn't realized she was holding and began wringing her hands again. "Some of those things... I just wish I didn't know. I don't know how I'm going to..." She trailed off, shaking her head again.

"Do you really?"

She dared a quick glance up at him. "Do I what?"

"Wish you didn't know?"

It was a sincere question. He was watching her intently, if still every bit as tired as he'd been when she first approached his bedside. A bit wary, she sat up straighter. "Could you make me _not _remember?"

"Yes. I could."

She hesitated, then looked away.

"Would you want that?"

She swallowed. "I don't know."

He didn't answer. He let her think and reflect in the long silence that followed. As she thought, the emotions welled up inside of her all over again.

"I saw things... felt things... The pain and the grief that..." She took a deep breath, and looked back up at him with wet eyes. "I saw people die. I saw - I felt - Adric. And I saw you... I saw you kill Torvic. I saw... Omega. And that entire planet you destroyed just..."

He lowered his eyes, turning his head away.

"There were others, too, weren't there?" she continued, nearly choking on her voice. "I didn't see them, but I can... it's like I can feel them, Doctor. I can feel it so strong it's like... like it's my own memory. The man... the one who threw himself into the Vortex. You spent hours scrubbing his blood off the floor of the console room, thinking the whole time about how it was your fault, your arrogance."

The Doctor's jaw tightened, and he swallowed hard. "I couldn't have saved him."

"And C'Rizz? What about him? Lucie? Alex? Could you not have saved them, either?" Rose blinked in surprise at her own words. "How do I know those names? How do I know anything about them? I didn't see those people in there. I don't even know who they are, I just know... how you feel about them. How you _still _feel about them. All the guilt, all the pain."

"Stop it," he warned, casting a hard look in her direction.

"No, I don't blame you, Doctor," she said quickly, shaking her head. "I'm not trying to make it worse. You did what you had to do. You did what you thought needed to be done and you survived. I know you didn't mean to do it; of course you didn't. But when I think..."

She trailed off and shut her eyes hard, trying to think of anything else. Anything other than the painful mistakes she'd witnessed and felt - and was still feeling. So many people had paid for his mistakes. And so many pawns had been shuffled in front of him like so much canon fodder. There was nothing evil or malicious about it on his part. It was just what he did, who he was. Anyone close to him paid the price, in one way or another. Sometimes they paid with their lives.

And that wasn't even what hurt the most...

"I asked you once how many of us had been travelling with you and you didn't answer. That's because there's been dozens, hasn't there? Maybe hundreds. And we come and go and you just... you forget about us!"

"No," he answered quietly. "No, I don't forget."

"But there have been _so many_! Whatever happened to Nyssa? To Tegan? To Romana?" She wiped her eyes roughly as she looked away. "You loved her, didn't you? It was different; it was less... I don't know. Just different. But you did love her."

"She was my best friend."

"So what happened to her? Where is she now?"

"She was a Time Lord."

"So she's dead." Rose swallowed. "You outlive even the people who might've lived as long as you do."

She didn't realize the sting of those words until his jaw tightened again, and he looked away. Immediately, she regretted them. She hid her face with her hand as she shook her head.

"I'm sorry. I didn't mean it like that."

He glanced back at her.

"It's just..." She swallowed hard and wiped her eyes roughly. "You've been so many people. You've lived so many lives. I can barely comprehend it, much less know what to _feel _about it. And that woman, Angela, you just let them take her! You could've... I don't know! You could've run, could've protected her. She never even had a chance!"

He was watching her closely again, his deep, familiar eyes pained although his expression remained impassive. Carefully, he slid a cold hand over hers, holding on loosely as she ran out of words.

"I'm sorry," he finally offered. "I'm sorry you had to see all of those things."

"And I'm sorry you had to live all of those things!" She pulled her hand away as she leaned forward, hiding her face in her palms. She was quiet for a moment before dropping her hands and looking back up at him. "Doctor, I saw and felt so much while I was in there. Scary things, hurtful things, wonderful things... I've never been so happy and angry and sad and confused at the same time in all my life. I don't know how I'm supposed to feel about that - about any of it. But I..."

She choked. He raised a brow, inviting her to continue.

"More than anything, I just want to know that it meant something. I want to know that you're safe. Tell me, right now, that you're safe - _promise _me that he's going to wake up and everything's going to be just fine - and I'll believe you. I swear it. I will."

He watched her for a long moment, then looked away again. Her heart sank. She didn't have to hear it. She'd known before she even asked. He wasn't safe. Not yet.


	6. Chapter Five - The Stranger's Knife

**CHAPTER FIVE**

**The Stranger's Knife**

"I want to go back in."

"I know."

Rose blinked in surprise at the Doctor's smooth, even response. It wasn't a yes, wasn't a no. It was simply an acknowledgment. She wondered if he'd given half as much thought to how to word his answer as she'd given to how to word her demand. She tried again.

"River said I had to talk to you. She said it's not safe for me to go back in and I know that. I understand it. But I don't care." She looked at him with pleading eyes. "Please. Let me go back in. I can do more. I _have _to do more."

He watched her for a moment, then sat up slowly, putting his feet on the floor. A faint, sad smile crossed his lips as he reached toward her and cupped the side of her face gently with those ice cold fingers. The touch made her wince. She knew what was coming with that comforting gesture.

"Rose, I know you would give everything you have to save him. To save me. But I can't let you do that."

"Why not?"

"You know why not."

"But I can help!"  
His expression didn't change, although he withdrew his hand into his lap, moving back against the headboard.

"That other girl - Amy - she's in there. So it can't be that dangerous. Let me help you!"

His eyes were calm, voice even as he answered with a sigh that reminded her very much of her own Doctor. "Rose, I can't."

"Why the hell not!" Her voice was rising as her muscles tightened, tension winding around her. "And don't tell me I know why because I don't. All I know is that my Doctor is still unconscious on the floor of the control room and I'm in here talking to you!"

"He sent you out, Rose. I can't put you back in."

"_He _sent me out? You _are_ him!"

"And I can't put you back in."

"No!" She stood, pushing the chair back as she paced a few steps away. "That's a lie! Don't tell me that! Don't tell me it's hopeless because I can't believe that!"

"He's conscious now, of what's going on. It's not hopeless."

"And what am I supposed to do, just sit here and wait?"

"You did everything you needed to do. Now let him do his part."

"No!" Her tears were streaming now as she turned back, her voice shaking. "You don't understand. You don't... I need him! If you... If you are him, then you know me. And you know... You know why I need him."

He lowered his eyes for a moment, respectfully, then looked up again at her. "I know," he said quietly.

"How can you be so calm?" She could hear the venom in her tone, the underlying anger and emotional whirlwind she was still trying to suppress breaking through to the surface. "It's one thing to not give a damn about us. It's another thing when you don't care about him. If he dies, so do you!"

"What do you mean?"

Flustered, she stared at him. "What?"

"Who is it you think I don't care about? You said 'us'."

"Your assistants, your companions, or whatever you want to call us. The toys you play with until they're broken or uninteresting."

His eyes narrowed slightly at the attack. "That's not fair. I have nevertreated anyone who's traveled with me like -"

"But there's _so many _of us!"

"Yes. Because that's part of the deal. I can have companions, friends, lovers even, but only until _they _grow tired of _me_. Not the other way around."

"Romana didn't. She didn't grow tired of you."

He looked away.

"You sent her back to Gallifrey, didn't you? When she didn't want to go. She wanted to be with you!"

"No," he answered quietly. "I didn't send her away. She left."

"Because you _would've _sent her away if she hadn't. You told her as much."

He swallowed noticeably, and answered simply. "No."

"If she'd been with you, if you hadn't made her go back to Gallifrey, she might have survived the war. She might still be alive if you hadn't pushed her away!"

The Doctor's eyes were empty as he looked at her again. But this time, he didn't answer.

"What does it take, Doctor, to be of any real value to you? You'd sacrifice any one of us without a second thought as long as there was someone readily available to take our place." Her anger and frustration was growing, tears forming in her eyes as the emotion spewed out of her mouth. "It must've broken your poor little heart when Renet didn't come with us. You could've gotten rid of me a lot earlier."

The Doctor stared, as if confused. "What?"

"Renet, Doctor! Madame du Pompadour. Remember her?"

"What about her?"

She stared at him in disbelief. Her Doctor would have probably been trying to talk himself out of this hole before it began. But this Doctor just watched her, waiting for her anger to swallow him up. She took a step closer, raising her voice to a furious tone she hadn't used in years.

"You fucked her while Mickey and I were tied up and almost tortured by those clockwork people!"

Finally, a reaction. He stared at her in shock as he stammered out a response. "You saw me commit genocide, watched my companions die. You know I've blown up an entire galaxies and then some. You're not mad at me about any of that but you're mad because I had sex?"

"Yes!"

Taken aback, he pointed in her direction, choked on his response, and tried twice more, fidgeting with tense energy, before he finally stood, paced a few steps away, and got the words out. "You humans and your priorities. You're _amazing_, you are!"

She put an indignant hand to her chest. "My priorities? _My_ priorities! I can justify most of what I saw you do as you having no other option. I can't justify you thinking it's okay to... to be off shagging the king's whore while your _friends _are in danger!"

"I wouldn't have let anything happen to you _or_ Mickey. Your boyfriend. Or did you forget that he _was _your boyfriend at the time?

"That's the best you've got?" she cried. "You had it well enough under control?"

"You weren't hurt."

"You lied to me!"

"What?"

"You stood there in that alley and you _lied _to me!"

"What! What alley?"

"You made me stop because you couldn't do it," she growled, forcing the tears back. She would not cry. She _refused _to give him the satisfaction of seeing her cry. "Because it was some kind of a moral... oh, I don't know!"

"What has that got to do with -"

"But you don't have any problem playing fast and loose with French whores! You _could _do it. You just didn't want to!"

His shock and confusion turned very suddenly to anger, and his eyes seemed to change color as his jaw tightened. "That is _not _true."

"And I don't care, damn it! I don't care about that! If you didn't want me -"

"I never said that!"

"No, you didn't, you _lied_! You looked me in the face and you lied! You lied to me! How can you lie like that and think it's all okay!"

Finally, anger turned to retaliation. His aggression rose to meet hers and he stepped in closer, eyes almost black as he stared her down. "I'm the Doctor," he growled through his teeth. "Deal with it."

She reacted instinctively, reaching up and slapping the side of his face so hard it made her hand sting. He looked back at her coldly as she clenched her hand at her side. But he didn't strike back. She would've been shocked if he had. No matter who he looked like now, he was still the Doctor.

Finally, he took a breath and let it out slow as he spoke coldly, eyes still fixed on her. "You're an emotional mess right now, and that's not even your fault. So let me help you by pointing out the real issue here."

"How dare you..."

"Your issue with Renet has nothing to do with what I did, or didn't do, or might have done. Not with her in France, not with you in the alley, not with anything that might have come of either incident."

"I can't believe -!"

"It's _you_, Rose Tyler!" he yelled over her, so forcefully she took a half step back on instinct alone. But he immediately stepped in closer, nose to nose, eyes on hers, his voice only a harsh whisper. "The plain, average girl from the twenty-first century, who wants to believe that she's more but can't really bring herself to think that. Because the biggest thing that bothers her about everything she saw and felt in the Doctor's mind isn't who he slept with or what choices he's made or who he's watched die or how. You love him. And what bothers you is seeing what you can't measure up to."

She swallowed hard, trying to straighten her posture, to absorb the darts he was suddenly throwing at her. But she could feel herself crumbling in spite of her angry determination. This man, this stranger, this _Doctor _knew right where to stick the knife to make her bleed. And suddenly, she hated him.

"You can't stand the thought that he might have wanted Renet, and he settled for you. He pushed you away and pushed you away and you just clung on like a leach until he bloody well gave in, but he never really wanted you. _That's _why it hurts, Rose. And do you know what hurts about Angela? Why you can't shake her memory? He would've moved heaven and earth to be with her but he didn't save her. When it came time to sacrifice her, he did it. _Willingly_, he did it. How could he ever care _half _as much about you, and what's it going to take for him to sacrifice you, too?"

"Stop it," she choked.

"Oh, and let's not even talk about Romana, because you could _never _be as good as her. She was one of his own, smarter than you'll ever be and prettier too, and he still left her behind. How much more disposable are you?"

She wanted to scream back at him, but his words cut too deep into the core of her. She had no comeback. She wanted to yell and scream and maybe even hit him. But all she could do was stand very still and try not to cry as the tears burned angry trails down her cheeks.

"But let me tell you something, Rose Tyler. You are _wrong_!"

She flinched, caught off guard by the sudden change in pressure on the knife that was twisting in her heart.

"Because I loved you, Rose! He _loves _you. Not because you're pretty, not because you're smart, not because you're the first woman who's caught his eye; because you're _you_! But you're so busy comparing yourself to what you were, what you'd be without him, what you aren't, what you could never be, that you don't even realize what you _are_."

He was quiet for a moment, staring her down. Then he took a big step back and turned, raising a hand to cover his eyes. He was silent for a few long, lingering minutes. Then he turned to face her again, his expression pained.

"I have lived for a long time, Rose. You, with your hundred year lifespan, can't even understand how long a thousand years is. And those are only the years I _count_! In all of that time, I can count on one hand the number of people I have allowed myself to love the way I loved you. And it's not because either of you were particularly well brought up or exceptionally smart; it's because you're _you_. Because there's not another woman like you in all of the universe and there never will be. And that's what makes it so damn hard."

He swallowed tightly, and she saw a pain cross his eyes that she had only ever caught brief glimpses of before. But in his expression, it lingered. It burrowed deep, and made his jaw clench and release, eyes shimmering with tears before he shut them hard and looked away.

"What does?" she managed weakly. Suddenly, all the urge to retaliate was gone. "What makes it hard?"

"Because when you're gone, you'll be gone forever. He'll never be able to replace you. I don't fall in love easily, Rose. Because having to listen to the last words - the last breath - of someone that you love is worse than dying. It is the single most horrible, painful thing in the universe to replay those last moments over and over and over again in your mind. And I swore a very long time ago that nothing was worth that kind of pain again."

She wiped her eyes and blinked rapidly to clear them. But she had nothing to say. She didn't dare. The pain in his voice was far too intense.

"Losing you was like ripping one of my hearts out of my chest," he admitted, finally looking back up at her. "And I always knew it would be. When I knocked on your door, when I made love to you, I knew I was going to pay tenfold for every second of it when I lost you. I didn't want to feel pain like that; I knew it would kill me. But I loved you - wanted you, _needed _you - so much, I didn't care. And you have no right to cheapen what he gave you - what he lost for you - by comparing it to _anything _you saw in there. You were more than an experience, Rose. He _loves _you. Don't you dare take that lightly. It doesn't happen often."

He swallowed hard, shut his eyes, and turned away. She had nothing to say. All of the words she'd wanted to throw at him were gone. She was defenseless, and the knife was still in his hand. In confused awe, she suddenly realized he hadn't been using it to create a new wound. He'd been cleaning out an old one. Her eyes burned again and she raised a hand to cover her mouth, muting her sobs.

He took a deep breath before he continued in a slow, even tone. "When you see him again, Rose, he's going to be in a lot of pain. You might've saved his life by bringing up all those memories, but I've tried very hard to forget most of them. Right now, they're all _right_ there, behind my eyes, and it'll be a thousand times worse for him so please. Rose, please..." He turned back and she realized that he wasn't quite managing to hold back the tears anymore. For just an instant, she felt the tidal wave of his deep and never ending guilt and grief and loss wash over her.

"I am begging you," he whispered. "Show some mercy."

She drew in a shaky breath as she nodded, licking her lips to bring moisture back to her mouth. "Of course," she finally squeaked.

He didn't say another word as he walked back to the bed and sat down again on the edge of it, holding his head in his hands. Suddenly feeling like an intruder, she swiped a hand roughly over her cheeks again, then turned away. She was almost at the door when she paused and looked back. She hesitated, chewing her lip, then took a slow breath.

"You said either of us," she repeated. He didn't look up, didn't answer. She licked her lips to bring moisture back to her mouth before managing to speak again. "Who was she? Is it River?"

He didn't answer. But she knew that was wrong as soon as she spoke it. He barely even knew River, certainly not as well as she knew him. Hesitating for a moment more, she tried once more.

"Did I see her?" she asked. "In there?"

Head still bowed, he remained silent for a long moment. "It doesn't matter," he finally whispered. "She's long gone. Just like you."

Rose hesitated, caught slightly off guard by the notion that _she _was "long gone." She'd known it, of course. But hearing it was a different matter altogether. With a deep, calming breath and another rough hand across her tear-stained cheeks, she turned away again and exited the room silently.


	7. Chapter Six - The Edwardian Adventuress

**CHAPTER SIX**

**The Edwardian Adventuress**

"Do you even know where we're going?" Amy demanded, taking two steps to the Doctor's one in order to keep up with him. She loved these shoes, but next time, she was _definitely _wearing flats.

"I told you. I'm looking for someone."

She frowned at his clipped response. "Right. Well, I haven't seen any of these keepers so far..."

"Not surprising. The Quiescenary's made a mess of the substructure."

"Meaning...?"

"You know, one thing I still don't understand." He paused briefly, but it was too briefly for her to answer. "Why did it run?"

"Uh... because like you said, it couldn't kill you without killing itself? I'd call that a stalemate."

"No, it couldn't have. But it would've known that before I told it. It would've known before it started following you lot around. What was it trying to achieve."

"Well it wasn't planning on you waking up. It meant to keep you asleep while it, you know, ate your brain."

"It went out of its way not to kill any of you. And even if it needed me alive, it didn't need you. So why the masquerade? Why wander around with you, waiting to find me, when it didn't even have anything to say to me?" His frown deepened. "There's something I'm missing."

"Oh, I just love hearing you say things like that."

The Doctor pulled up short as his eyes came to rest on a shadowed figure standing some distance away. He barely even heard the question. Although he couldn't see the woman clearly, he knew the area they were in. Halls and halls of darkened non-memories and surplus temporal progressions - fixed points already altered, some by his own doing and many more by others. Pockets of amnesia littered this period of his life. This was a dangerously dark and unstable area of his mind, and there was only one person he would place as a keeper over these years.

Peering over his shoulder, Amy didn't hesitate to break the brief silence that he'd allowed to creep in. "Well, who's that then?"

She turned at the sound, her eyes falling on them immediately. She was very much the way he remembered her - blonde and bright and oh-so-alive. The Edwardian Adventuress, and one of the most simply, innocently beautiful women he'd ever known, inside and out. Born on the day the Titanic sank, rescued - by him - from the flames of the R-101 where she should have died. She had been a walking paradox, a rift in time that had unleashed immeasurable chaos and havoc and hell on Gallifrey, and him, and his Tardis, and all of space and time.

And he'd loved her more than breath itself.

"Doctor?"

She was dressed comfortably in jeans and an oversized sweater - attire from a very different period than the one he'd first met her in. It was what she had worn in the years after they'd been separated, and after he'd returned to her. The years when some of his fondest memories of all his lives were knitted together. Even after all these years, and all the changes he'd been through in several different bodies, his chest still tightened when he saw her - the lingering memory of a previous existence awakened by the sight of her.

"Doctor, is that you?"

He took a breath, and slipped his hands into his pockets, pushing his shoulders back and standing up straighter. "Yes, Charley. It's me."

"Oh, Doctor, it _is_ you!" The woman ran to him and threw her arms around his neck. Reflexively, he put an arm around her waist to take her weight, and her feet flailed behind her as she laughed gleefully. "I haven't seen you in ages!"

Eyes wide, Amy took a step back and waited until Charley stood on her own two feet again. Then, without waiting for an invitation, she stepped closer and offered a hand in greeting. "Hi, I'm Amy."

"Charlotte Pollard." She smiled as she returned the gesture, shaking Amy's hand firmly. "Call me Charley."

"You're one of the... keepers, is that right?" Amy glanced back and forth between the Doctor and the woman she'd never met before. "You file away his memories?"

"Something like that. And you are...?"

"A friend," the Doctor interrupted, shifting his gaze from Charley to Amy. "Would you excuse us for a moment, please?"

Amy hesitated, as if caught off guard by the notion that she was intruding. Then she took a step back, glanced around at the empty hallway of doors, and tried to figure out just where she was supposed to go. "Right, I'll just... wander aimlessly, then. Without touching anything."

"Oh, I have a better idea. Try that one!" Charley directed with a broad smile, pointing toward one of the doors. She turned and smiled at the Doctor. "Beautiful beachside picnic on Cartiscan. Absolutely amazing sky!"

The Doctor closed his eyes as the memory struck him, in vivid detail. The door opened. Amy cast him a questioning look, and he nodded, granting permission. There wasn't much for her to see in there, and there wasn't much trouble she could get into. A moment alone was worth the risk of what she might alter in his memory of that afternoon.

Amy hesitated a moment more, then stepped curiously inside. He waited until she'd disappeared to turn to Charley again. She was smiling as she studied him. "It's been a very long time since I've seen you, Doctor."

"I know."

Her smile fell slowly as she watched him. Finally, she lowered her eyes. "And I know why you're here."

"Do you?"

"There's something wrong, isn't there? Something that shouldn't be here."

"Yes."

"What is it?"

"It's called a Quiescenary."

She frowned. "A what?"

"It feeds off of dormant psyonic energy. In other words, everything behind these doors."

She studied him quietly for a moment, hearing the seriousness in his tone. "And it's going to kill you," she slowly realized.

"That's the general idea, yes."

"How are you going to stop it?"

"I don't know." He paused, and looked away as he shoved his hands into his pockets. "But I have an idea."

"And you need my help?"

He took a deep breath. "Charley, I hate to do this to you, but I need you to help me find something."

"That's why I'm here, Doctor." She frowned. "So why do you hate to do this?"

"The Quiescenary keeps its host unconscious," the Doctor explained. "There's nothing they can do on the outside to wake me up. I have to wake myself up from the _inside_."

"How?"

He took a step closer and set his hands on her shoulders. "There are dreams, Charley. And then there are nightmares. And then there are the terrors that wake you up screaming in the middle of the night."

Her eyes darkened as she stared up at him silently.

"Of anyone I could ask, you're most likely to know where I'm going to find what I'm looking for."

She studied him for a long moment, and he kept his eyes fixed on her, letting her read the emotions there. He had nothing to hide from her. She might not know precisely what he was looking for - as a corporeal manifestation of an energy signature, she couldn't exist in communion with memories of her own non-existence. But she knew enough, and he could tell the moment she determined what he was asking of her.

"Oh." Her face fell. Then she looked away. "Oh. I see."

"Will you help me, Charley?"

He could hear his voice slipping into the familiar intonation of a previous life. It wasn't a surprise. Being near her made those memories, even that personality, however long-buried, feel at home and free. He didn't fight it. There was no reason to do.

"I..." She swallowed hard and looked up again, studying him with a look of worry. "Of course I'll help you, Doctor but..."

"But what?"

There was fear in her eyes, settling into the pit of her soul as she shook her head slightly and choked on her voice again. "But not that."

He sighed deeply and scrubbed his hands down his face. "Please don't do this to me, Charley."

"Doctor, I said I was happy to see you, and I am. But of all the things you could come here to see, why _that_?"

"I told you why. I need to wake up."

"It'll do more than wake you up and you know it!"

The tone in her voice, nearly panic, made him pause for a moment, and soften his own. "At this point, I haven't got much of a choice."

"Well, I do! And I won't let you!"

"Charley..."

"Doctor!"

He sighed. "Listen to me, Charley. You are a filing program - one I constructed to obey orders. And you will obey me."

"Will I?" She folded her arms over her chest, staring him down. "_You_ were the one who locked the doors, Doctor. I couldn't let you in even if I wanted to do."

"I'm not asking you to let me in. Just to take me to them."

"I'm sorry, maybe I wasn't clear," she shot back. "Youput safeguards in place to ensure that anyone or anything that might try to access those memories couldn't do it through me - through us. None of us know where they are!"

"Charley..."

"Don't 'Charley' me!" she cried. "I don't know and if I did, I wouldn't tell you!"

Moving a hand to massage away the headache that was forming, he raised the other in surrender. "Alright, alright, alright..."

He took a moment to think. He was approaching this all wrong. He _had _created her, and he'd put her in this area of his mind precisely because he knew she would react this way to his demands to see things he never really wanted to see again. That meant he had two choices: he could either destroy her or he could reason with her as if she were real, as if she were really Charley. And as much as he didn't want to even consider the latter idea - it was much easier to talk to her knowing she wasn't real, like looking at a photograph of someone who had died long ago - the former appealed to him even less.

"I'm sorry," he finally offered, lowering his hand and looking up at her again. "But Charley, I need your help."

"I heard you the first time. But that doesn't change the fact that I -"

"No, please, listen to me," he interrupted, taking a step forward and placing both hands on her shoulders. "This thing is going to kill me if I don't wake up. And I'm not strong enough to simply will it to happen."

She swallowed hard and looked away, hugging her arms across her chest as she chewed on her lower lip.

"I need your help, Charley. I need access to those memories. And you are the only one who would know where they are."

"Why? Why should I know that?"

"Because they're the reason why you're here. Why you, and not someone else."

"What?"

She looked up at him again with a hurt expression on her face, as if those words had deeply wounded her. Staring back at her, he let the memories of his former life with her resurface, and remind him of everything he had once seen and done and felt with her. On either side of him, doors creaked open, flooding the hallway with emotion, surrounding them with it. She closed her eyes as they both absorbed it.

There were so few people, in all his lives, that he had allowed to be so close to him. It was simply too painful when they were gone. And sooner or later, they would all be gone. The feelings he'd had for her once were buried; it was another life. But it was one he remembered in vivid detail when he tried. The thing is... he never tried. It was far too painful.

"I put you in charge of this place because I trusted you more than anyone," he whispered. "I knew you wouldn't accidentally access those memories and that you'd be very careful of when and how I did because you would be as terrified of them and the pain that they cause as I was. As I still _am_."

"Doctor," she looked up at him pleadingly. "I'm not being insolent. I don't know where they are."

"Yes, you do," he said gently. "And I need you to take me to them or I will die."

"Then I guess this is how it ends, because I'm telling you _I don't know_."

She stared him down for a moment, but he didn't rise to the challenge. They had called each other's bluff on matters of life and death too many times in the past, and he knew what she would do, what she would think, what she would threaten, even before she did. After all, she was a product of everything he remembered about how she would handle herself in this situation. Whether or not she knew where to find the door he needed, she wasn't going to tell him. She would protect him to her dying breath from the horrors of what lie behind it.

"You come here after all these years," she finally whispered, "and _that's _what you want from me? To watch me die?"

"Charley, if there was any other way..."

"But there _is _another way, Doctor. There's always another way."

"No, Charley, sometimes there's not," he said coldly, a little too harshly. "And sometimes people die, in horrible agony, and sometimes there's nothing you can do about it but watch."

"Doctor!"

"I watched my entire planet burn, Charley!"

She took a step back, as if frightened by his tone. But her eyes showed no fear, only pain.

"I watched while they were incinerated. People who were important to me, people I loved! It wasn't enough that the Daleks were massacring us; _I_ sanctioned their deaths! Leela, Modena, Romana, the whole bloody race of Time Lords! So don't tell me that there's always another way because sometimes, there's not."

She shook her head, tears brimming in her eyes. "All these years, I've wondered why I never see you. You put me here, over these memories. Memories of you, of us. And I'm glad you did, because there's no place else I'd rather walk."

"You're not real," he said, looking away from her again. Real or not, he couldn't stand to see her cry.

"Oh, I know that, Doctor, but I _feel_ real. Just like you feel like him, like the Doctor I knew, when you look at me."

He swallowed. Of course she would know that. She would hear it in his voice just as he did.

"But you don't want to look at me," she whispered. "Like you don't want to remember. Why?"

He flinched as her cool fingertips brushed his cheek, but didn't pull away.

"Why is it that the only thing you want to remember about this time in your life is how it all ended?" He closed his eyes, swallowing hard as his throat tightened, nearly choking him. "Don't you remember what it felt like to kiss in the rain and make love under the stars? To watch the children play on the beach and learn to read your language with such enthusiasm as if they might someday manage to bring it back from the dead? You loved, Doctor, so completely. And I loved you. Remember _those _memories, Doctor, please."

Slowly, he opened his eyes to look at her, and took in a shaky breath before answering, barely a whisper. "I do remember, Charley." Raising a hand to her hair, he pulled her closer to kiss her forehead affectionately. "And I'm sorry. I'm so, so sorry. But those memories aren't going to help me right now."

"But you can't expect me to just..."

"I need a nightmare, Charley."

"Even if I _should _know where that door is, Doctor, I don't. And I don't want to know. I don't want to see it."

"I know. I know you don't want to." He tipped her chin up to look into her eyes. "But I also know that you will."

"And how do you know that?"

"Because _you _know that I need your help."

She winced.

"My life is in your hands, Charlotte Pollard. And not for the first time."

She closed her eyes, as if she might make him go away if she just pretended he wasn't there. He smiled to himself as he watched her. He'd almost forgotten that she used to do that.

"Charley, you've saved my life before. In ways that were far more bloody, more _final_ than this. And I'm asking you again... Kill me."

She shook her head. "Doctor, that's not fair."

"I know. It's not. And I'm sorry."

"Please don't do this. Please don't make me do this."

"Please don't make me make you."

She looked up at him, then took a deep breath, putting her shoulders back and wiping her tears away roughly. "Alright," she finally answered. "I really _don't _know where it is. But I'll help you look for it. I'll walk with you, through your memories, looking for the worst day of your life. If that's what you need me to do, I will help you."

He nodded, and gave her a soft smile before he kissed her forehead again. "Thank you, Charley. I knew I could count on you."


	8. Chapter Seven - A Problem

**CHAPTER SEVEN**

**A Problem**

Jack didn't move away as Rose came back into the control room and sat down next to him on the grate floor, a few feet from the Doctor. And he didn't speak. She'd been crying, and he'd heard the yelling echo through the hallways. He wasn't sure what had been said, but he could guess that at the very least, Rose had been denied her request to re-enter the Doctor's mind.

"You alright?" he asked as he glanced sideways at her.

She was quiet for a moment, knees pulled up to her chest, smeared mascara still running in lines down her cheeks as she stared at the Doctor. Then, she sniffled, unwound from her tight little ball, and leaned into Jack. Reflexively, he moved an arm around her, hugging her. Her eyes never left the Doctor.

"You want to talk about it?"

She shook her head, and he gave her a tighter squeeze before resting his head against hers, watching the still and silent Time Lord on the floor.

"When he wakes up," she said quietly, "do you suppose he's going to remember any of this?"

He was quiet for a moment, listening to the sound of her ragged breathing as she sniffled again and wiped her eyes with the heel of her palm.

"Do you think he'll remember us... you know... in his mind?"

"I think so," he finally answered. He turned his head just enough to glance at her. "Why do you ask?"

She didn't reply. He was quiet for a moment, then took a deep breath and let it out slow.

"You know," he finally whispered, "they say that even people in a coma can hear you when you talk to them. They might not understand what you're saying, but they recognize your voice."

"So?"

"Well, I was just thinking... He's only sleeping. I bet he can hear us right now."

She didn't answer. She only sniffled again, turned her face into his chest, and shifted to get more comfortable, leaning against him. "Jack?"

"Hmm?"

"Don't leave."

He smiled and smoothed a hand over her hair. "I told the Doctor I'd take care of you 'til he's well enough to do it himself," he answered quietly. "I'm not going anywhere."

*X*X*X*

"What _exactly _are we looking for?" Amy demanded, watching the Doctor out of the corner of her eye as he walked slowly down the hallway a few steps ahead of her and Charley. His gaze was wandering over every door, as if surveying the contents he couldn't see.

"A specific memory," he answered.

"Well, that's not vagueor anything."

The Doctor shot her a brief glare.

"I take it this means you've got a plan, then?"

He paused at one of the doors, touching it lightly. "More or less."

"Doctor?"

Charley was watching him extra closely as his fingers explored the door. It didn't open at his touch the way Amy would've expected it to do. He was the one who opened these doors, after all, just by thinking about them. Telepathic, like the doors of the Tardis...

"What is it?" she asked as she stepped closer. "Is it what we're looking for?"

"No," he answered softly, withdrawing his hand. "It's not nearly strong enough."

"Well, what is it?"

The Doctor opened his eyes again, and looked to Charley questioningly. Amy glanced back and forth between the two of them, confused.

"What, you mean you don't know?"

"Many of these doors are locked," Charley answered, stepping closer to the Doctor and pressing her own hand to the door, then the side of her head as if to listen through it.

"Why's that, then?" Amy asked. "Are these all things that haven't happened yet?"

"No, everything in this section has happened," the Doctor responded.

"Then why are the doors locked?"

"Oh, various reasons."

"Did _you _lock them?"

"Some of them, probably."

"So if a door is locked, you've forgotten the memory?"

"No memory can truly be forgotten," Charley explained quietly. "But some of them are inaccessible."

"Right. So where are we -"

Suddenly, the Doctor cried out, lurching forward before he dropped to his knees, clutching his stomach.

"Doctor!" the two women called in unison. And in unison, they were on either side of him.

"What's wrong?" Amy asked, a hint of panic in her tone. "What's happening?"

"I don't know." Breathing heavily, clearly in pain, he groaned as he staggered to his feet. "I need to get out of this hallway."

"What! Out of the hallway?" Amy repeated, alarmed. "And go where?"

"Charley?"

"Oh! Um..." She spun, quickly looking over the doors before pointing. "There!"

"Where's there?" Amy asked as she helped support the Doctor, though it didn't really matter. As she guided him to the door, she knew it didn't matter where they were going as long as he wasn't still falling over when they got there.

"What's wrong with -"

The second the door opened, Amy cut off. Startled by the flash of white, she stumbled and... fell? She blinked in confusion. Was she sitting? She wasn't sure. She couldn't tell if she was sitting or standing. Aside from the slight ringing in her ears, she heard nothing. Apart from the blinding light, as if someone had just flashed a spotlight at her in a completely dark room, she could see nothing. Panicked, she rose to her feet. At least, she was pretty sure she was standing. She felt weightless.

"Doctor? Doctor!"

"I'm right here." He sounded like he was still in pain, struggling to speak.

"Where?" She spun, but there was nothing but white. She couldn't see herself; her hands were lost in the blinding light. She couldn't feel or smell or taste anything. The complete sensory deprivation was terrifying. "Where are you!"

As he felt his hand close over hers - at least, she hoped that was him - she squeaked with surprise. She couldn't help it.

"It's alright," Charley's voice assured her. "It's quite safe here."

"Just give me a minute," the Doctor said. "I just need to get my bearings."

Amy squeezed the Doctor's hand tighter. She could barely feel him, as if he were holding her fingers through layers of blankets. She took a few deep breaths, and regained her composure. The white world was startling, but it didn't feel inherently dangerous.

"Why can't I see?" she asked, more curious now than afraid.

"Part of the memory." That was Charley's voice.

"What memory? Where are we?"

"It's... difficult to explain. But it was the safest place I could come up with on such short notice."

"It's a world of complete sensory deprivation," the Doctor managed. Although calm, he still sounded like he was struggling to speak. "Charley and I were stranded here once."

"Yes, for a very, very long time," Charley answered.

Amy shifted nervously. "Yes, well, can we leave before we get stranded again? Are you feeling better?"

"No, not really. Something's wrong."

"Something like what?"

"I don't know. But I think..." He squeezed her hand tighter. She could barely feel it in the haze of nothingness around her. "I think I might be dying."

*X*X*X*

"Jack..."

Startled awake by the sound of Rose's voice, Jack blinked a few times. Rose had moved closer to the Doctor, her hand resting lightly on his forehead.

"Jack, I think something's wrong."

Quickly closing the gap between them, he leaned over the Doctor and frowned in concern at the sweat breaking out across his brow. He was breathing hard, his eyes moving beneath his lids as if he were having a bad dream. Rose's eyes moved from Jack to the Doctor and back again, trying to hold back her fear.

"What's wrong with him?"

"I don't know," Jack answered, placing his hand beside Rose's to feel the heat radiating from the Doctor's skin. "Maybe it's some kind of -"

"He's dying."

The voice from the opening to the hallway made Jack spin so fast, he nearly fell over. Eyes wide, Rose scrambled to her feet, hoping she hadn't heard what she'd just heard. "What do you mean, he's dying?"

The Eleventh Doctor gestured loosely in his former self's direction as he stepped into the console room. "Big scary thing eating his brain, remember?"

Jack narrowed his eyes at the Doctor as he stood. "You don't have to be so cold about it," he chastised. "That's you, remember?"

"Wait, why is he dying?" Rose interrupted. Confused and scared, she looked back and forth for someone to give her an answer. "Why now? I thought he was... I _know _he was fine just a little bit ago!"

"He was in a coma," the Doctor answered simply. "A deep coma where he needed very little psyonic energy to remain alive. But we woke him up. His psyonic energy is depleting. He's dying."

Jack's eyes narrowed at the Doctor as he leaned on the console. He was trying to make it look casual, but he wasn't quite succeeding. He was suffering, too - unsteady on his feet and shaking slightly.

"If the Doctor lying on the floor is dying," Jack pointed out, "then so are you."

The Doctor shot him a glare, but didn't have a chance to answer.

"You mean after all we did to wake him up from that coma," Rose interrupted, "being awake is killing him?"

"Yes."

"And you knew that would happen," Jack realized, watching the Doctor's complete lack of reaction to this news of his own impending death.

"We knew it was a possibility," River answered just as calmly, appearing behind the Doctor.

"Okay, so what do we do about it?" Rose demanded. "If you knew it would happen, you must have some kind of a plan, right?"

She looked quickly back and forth from the Doctor to River to Jack and back again.

"Right?" she asked again, her tone a bit more frantic.

"There's nothing we can do from out here," River answered.

Rose's eyes went wide. "What!"

"Well, you'd better think of something," Jack said. He could hear the threat in his own voice, an arrow aimed at River or the Doctor or both - whoever was responsible for this oversight. Or for neglecting to prepare for it.

The Doctor was too weak to respond, but River's eyes narrowed at Jack. "Unless you know of a way to channel psyonic energy into his brain using a tin can and bits of string, there is _nothing _we can do from outside."

"From outside," Rose repeated. Jack knew where she was going before she got there. "So send me back in."

"No," the Doctor said firmly, eyes locking on her. In spite of his obvious weakness, it was clear that he wasn't going to budge on that point. "He has Amy."

Rose grit her teeth. "But I _know_ him!"

"The fact that you know him so well is precisely why Amy is better equipped to help him," River explained quickly, firmly. "She'll be less likely to integrate with him. It'll be nearly impossible, in fact, since in his real life, he's never met her. But the moment we put you back inside, you would start the process again at twice the speed. It's too dangerous."

Jack saw Rose's frustrations building. In a gesture that he knew simply wouldn't be enough, he reached out and set a hand on her shoulder gently. "Rose, you can't go back in there," he said quietly. "It scrambled your brain the last time. You're still not quite yourself."

"But I have to help him!"

"Amy will help him," River said reassuringly.

"You don't understand!"

Rose's emotions were overflowing. Jack wasn't sure if it was more because of the lingering effects of her trip inside the Doctor's mind or the uncertainty and helplessness of all that had happened since. Either way, he took a step back and let her vent.

"I can't just sit here and wait and watch him die! I can't do it! I just can't!"

She pushed past River and her Doctor, fleeing the control room in an angry mess of tears and emotion. River let her pass, then exchanged glances with the Doctor again before turning to Jack. After a moment of silence and another lingering look at the unconscious, sweating figure of the Doctor on the floor, he looked back up at them both.

"You knew that this would happen," he said again.

"Oh, come on, Jack. Do you really think I would have you start breaking down the walls of my mind without knowing what sort of effects it would cause?" The Doctor slumped into the chair near the console and took a deep, shaky breath. "Amnesia, for one, which is why I can't remember any of this, I'm sure. And for two, adrenaline. Massive shot of adrenaline - enough to wake him up from that coma and to keep him conscious for just long enough to come up with a plan."

"To come up with a plan?" Jack liked the sound of that. "What plan?"

"I don't know. That's his problem now."

"_His_ problem!" Jack cried, appalled.

"The goal of bringing him out of the coma was not to bring him to full consciousness and expel the Quiescenary," River said. "There would've been no way to create that kind of adrenaline using outside forces."

"But he could meet the Quiescenary and find its weakness," the Doctor continued. "And he also knows where everything is organized in his mind, what weapons he has at his disposal. That means he can form a plan. And hopefully, he's got one."

"Hopefully?"

The Doctor looked up at Jack. "If it makes you feel any better, I'm not paradoxical yet."

"Which means there's still a way to save him," River clarified.

"And he'll find it." The Doctor closed his eyes and took a deep breath. "He can put himself back into that coma at any time. And he will, when it's absolutely necessary."

"How do you know that?"

"He's not stupid, Jack." The Doctor looked up again, staring at Jack with ancient eyes in a face that was all too young for the years it had seen. "He's _me_."


	9. Chapter Eight - Dying

**CHAPTER EIGHT**

**Dying**

"All that work to get you here and you're leaving?" Amy asked incredulously.

"If I don't, I'll be dead in minutes."

Slouched against the wall in the hallway again, it didn't take much imagination to picture him dying in a few minutes. He looked pale and his eyes were glazing. The few minutes they had spent in the room of white nothingness had apparently not slowed the effects of whatever was happening to him. Though it had, he said, made it a bit easier to think.

"The Quiescenary feeds on psyonic energy," the Doctor explained, his voice faltering. "My mind requires a certain amount of psyonic energy just to maintain basic... aaargh!"

Wincing, he held his head with both hands, fisting and flexing his fingers in his hair. Clearly he was in pain.

"I can't... stay here much longer. My head feels like... like it's on fire."

"What do we do?" Amy asked, putting on her best "taking care of business" face. She could do this. Whatever he needed her to do, she could do it.

He looked back up at her, breathing hard through his teeth. "I can put myself back into a healing coma. It'll buy some more time. But I won't be able to talk to you. I won't be able to help you."

"Just tell me what you need us to do."

"_Don't _get separated," he ordered. "I'll try to maintain a baseline consciousness - just enough to be aware if you -"

He cut off with a cry of pain and hunched forward, doubling over until his head nearly touched the floor.

"If we what?" Amy asked, sensing that the time was short. "Doctor, what do you want us to _do_!"

But he didn't answer her. Instead, he slowly faded out of view, like a ghost on a movie screen when the light hit it just right. Amy's eyes widened, staring at the spot where he'd just been in a blinking panic. She could still hear him, the sound of his breathing and a groan of pain. And then even that was gone, and complete silence filled the hallway.

"If we what!" Amy cried, spinning around in the hallway as if he might suddenly appear somewhere else. But there was nothing. Only stillness. "Doctor!"

"He's gone," Charley said quietly.

"Yes, I can see that!" She spun and turned her attention to the woman. "What are we supposed to be looking for? Did he tell you? Do you know where it is?"

For a long moment, the silence lingered. And then Charley looked away. "No."

*X*X*X*

Jack hesitated as he saw Rose up ahead, in the hall that led from the control room to the rest of the Tardis. She wasn't walking, wasn't moving, wasn't looking around. Instead, she was standing in the doorway of one of the unused bedrooms. A room where the redheaded Scottish girl was sleeping. Jack approached slowly, shuffling his feet just a little so that his sudden presence wouldn't startle Rose as he set a hand on her shoulder.

"You okay?"

She was chewing on her thumbnail. Funny, he'd never noticed that habit before. "Do you know her?" she asked quietly, not looking up from the unconscious woman on the narrow bed.

"No," Jack answered. "I've never met her before today."

"Then how do you know we can trust her? That _he _can trust her."

"Because I know the Doctor. And so do you." He leaned on the wall beside her, watching her. "He wouldn't trust her if she wasn't trustworthy."

She looked at Jack out of the corner of her eye. "Our Doctor doesn't know her, though. Just because his future self trusts her doesn't mean he should."

"He's still the Doctor."

She turned to look up at Jack. "I need to go back in, Jack," she said quietly, pleadingly.

"You can't."

"That's a lie. They're lying. I _know_ he can do it."

"How do you know that?"

"Because! I just... I do!" She growled in frustration at her inability to explain. "I know so many things now - I understand so many things about the Doctor, about what he can do and how he thinks... I can't explain to you how I know but I _know_. All I have to do is _look _at him and I know if he's lying. It's like I can... No, I can't actually read his thoughts but it's like I know him as well as I know myself."

"Rose, the Doctor in that control room is very different from the one you know."

"Yes, I know, but he's still the Doctor! And I still... I don't understand how I know what I know but I..." She spun to him. "River. Okay, River? I've barely even talked to her but I can tell you everything about her!"

Jack frowned. "How?"

"It's not that I know what he knows, it's more like I feel what he feels about what he knows. Like he doesn't know River as well as she knows him. And she... intimidates him because she knows him so well and he doesn't know what to expect from her but he can see - when he looks at her, he can just see or smell or feel or _something_ - he knows that he's slept with her and he doesn't know how it happened. It _didn't _happen for him. Not yet."

Jack was staring at her. Rose swallowed hard, shaking her head.

"How do I know that, Jack? How do I know all of that?" She looked away, shaking her head in bewilderment as she suddenly realized what she was putting into words. "And the strangest thing is... I'm not even sure I need him to know it. _I _can see it on her." Her eyes faded out of focus as she stared over Jack's shoulder. "I can see it on me. And on you..."

"On me?"

She turned back to him, studying his face with her brow furrowed. "There's something different about you," she said hesitantly. "You're wrong. It's like you shouldn't be here. And I _want _you here, so it's not that. It's just... this uncomfortable feeling like you're not supposed to be here."

Jack was quiet for a moment, watching her closely. "Rose... What else do you see?"

"I see..." Her eyes glazed again as she drew in a deep breath. "The Tardis."

"What about the Tardis?"

"I can feel her..." She took a step forward and touched the wall. "I can feel her breathing. But she doesn't breathe, not really. It's... energy. I can feel it move."

Jack set his hands on her shoulders and turned her to face him. "Rose, listen to me. That's not normal."

She stared at him as if in a trance.

"What you're describing is not normal. It's not human."

"I know that, Jack," she answered as her eyes came back into focus. "It's the Doctor."

"It's not safe."

"I don't care."

"I _do_!"

"I want to go back. Please, let me go back."

"Rose!" He shook her once, to keep her eyes from glazing over again. "Even if they could put you back in, you're still affected by the last time. Affected a _lot_!"

Her eyes slid closed. "I don't care."

"I know. That's the problem."

"He's dying, Jack," she whispered as she staggered forward a half step. He caught her weight as her legs gave out from under her, lifting her into his arms as her head rolled back. "He's dying... And I'm dying..."

"Doctor!"

*X*X*X*

"She's not dying," River said calmly, smoothing a hand over Rose's hair as she lay moaning softly on her bed. "She only feels like she is."

"How do you know that?" Jack demanded.

"Because the same thing is happening to the Doctor. My Doctor."

"And how do you know they're not both dying?"

"Because he said it would happen."

"_What _would happen? What's causing it?"

River glanced up. "To save his own life, the Doctor is going to have to put himself back into that healing coma. He's... resisting that."

"What do you mean?"

"In that coma, he'll be out of contact with Amy. She'll be in there alone to carry out whatever instructions he last gave her. I suspect he's trying to keep his consciousness from completely shutting down, so that he can stay with her. The problem is, the effort is not only taxing his already depleted supplies of mental energy, it's not enough to stop the deterioration of his condition. If he wants to live, he has to make himself comatose. Completely."

Jack folded his arms over his chest, studying Rose worriedly. She was breathing heavily and dripping sweat from her brow, eyes shut hard and fists clenched in the blankets beneath her.

"River," Jack started quietly, seriously, "how dangerous _is _it that she's integrated this completely with him? And what does that mean, anyway?"

"The Doctor can explain it better than I can."

"The Doctor is dying."

This time, River looked up at him with a glare.

"Look, you've made it clear that we can't do anything to help him from out here," Jack continued. "I want to help Rose. I want to know what's happening to her. Because when he wakes up, he's going to want to know that she's alright."

"She's not alright, Jack," River said firmly. "She's not dying, but she's not alright."

"Well, what's wrong with her!"

River hesitated a moment, and raised a hand to massage the bridge of her nose. Then she set her hands in her lap, straightened her posture, and looked up at him. "When she was inside of the Doctor's mind, she was a real consciousness expressed as an energy form - her own unique imprint. But as her life energy absorbed and exchanged with his - all around her - the line between the two became blurred. It's not dissimilar to the exchange of artron energy between the Doctor and the Tardis - resulting in a symbiotic, empathetic relationship. If he hurts, she hurts. If he feels fear, she feels fear. His determination to live is fueling her determination to help him, even to her own detriment."

"I don't think she needs any help for that."

"Well, it's certainly not deterring her."

"And what happens if he dies?"

"The link is broken. She'll return to normal."

"And if he doesn't?"

River hesitated.

"Is this _permanent_?" Jack demanded.

"I don't know."

"So it could be."

"It's possible."

Jack turned away, paced a few steps, then looked back. "Is it dangerous?" he asked, his tone even and cool in spite of the tension in his posture.

"In what sense?"

"She's only human. Her mind isn't meant to do that."

"If by 'her mind' you mean her brain, nothing has changed. She's perfectly safe, in that sense. The energy of her consciousness is the only thing that's been altered."

Suddenly, Rose drew in a deep breath, held it, and exhaled into calm silence. The near-hyperventilating ceased instantly, and her body relaxed as she turned her face into the pillow and moaned softly. Jack took a step toward her, but didn't interrupt River as she checked Rose's pulse, then carefully tucked the blankets up around her.

"She'll be alright now," River said quietly. "He's gone."

"Gone where?"

"Back into the coma." She sighed as she stood, and paused beside Jack. "She'll probably be awake in a few minutes. If not, just let her sleep. She's been through a lot."

"Where are you going?" Jack asked as she headed for the door.

"I have to check on Amy and the Doctor. But I'll be within shouting distance if you need me."

Without another word, she turned and slipped quietly out of the room.

*X*X*X*

"I don't understand," Amy said, confused. "You're supposed to protect something but you don't even know where it is? Or _what _it is?"

"I have a general idea." Charley hesitated for a few steps. "But not knowing is part of the protective measures the Doctor put in place. I know that he hid it somewhere it would never be accidentally accessed."

Amy frowned. "But you don't know where?"

"I'm afraid not."

"But... aren't you supposed to be the filing system or something? You're supposed to know where everything is kept."

"Even I don't know where those memories are hidden."

"So you weren't just... saying that?"

"Lying, you mean?" Charley asked with a grin.

"Yeah, well..." Amy straightened her skirt, fidgeting a bit. "I mean... The Doctor lies. Why shouldn't you?"

Charley smiled knowingly. "Unfortunately, I'm not designed that way. If I knew where it was, I would have to tell him. Thankfully, I don't."

"Thankfully?" Amy asked, alarmed. "Don't you _want _to help him?"

"Help him, yes. But it was built into the very fabric of who I am to protect him from those memories. As far as I'm concerned, showing him where to find that door is in no way helping him."

"What do you mean?"

Charley hesitated for a long moment before finally speaking. "To tell you the truth, Amy, I really don't want to find it."

Amy's eyes widened. "What! But that's his plan - not that I understand what good finding a bad memory is going to do, but still! We can't just not do it." She put her hands on her hips. "Do you know what we had to go through to wake him up so he could think of that plan?"

"It's not a very good plan."

"Well, it's all we've got. And he's going to die if we don't. So are you gonna help me or not?"

Charley looked up at her again and sighed. "I told him I would help. I meant it."

"Good."

Amy took a deep breath to calm herself. Calm. Just stay calm. She was in control here. She was looking for a memory, and although she had no idea what it was, she'd know it when she saw it. At least, she thought she would. She'd damn well _better _know it!

"So what is this, then?" she asked. "Do you watch over the area of the bad memories?"

"No, they're not all bad. In fact, the vast majority of the memories in this section are actually quite pleasant."

Amy frowned. "And that place we were just in a few minutes ago? That white room where you couldn't see or smell or touch anything. Was that supposed to be a _good _memory?"

Charley smiled knowingly. "Oh yes."

"Oh. Well, I guess if that's the best you've got, we shouldn't have a whole lot of trouble finding a really badone."

Charley's smile faded as she looked away, scanning the doors in the endless hallway. "These are memories of a former life. One he has no reason to think about now. Funny that when he does show up, after god-knows-how-long, he's looking for the one truly horrible thing among all the good."

"Why?" Amy frowned. "I don't understand. I mean... I _do_ but... there's got to be a better way than trying to scare himself into waking up."

Charley began walking again, eyes wandering over the doors as if checking them all. "You must understand, Amy. We're looking for something horrible. Something that will wake him up screaming."

"Yeah, I know that."

"Do you?" Charley cast her a worried look. "When we find it, if you open the door, you'll see it too."

"Well, if that's what it takes, I'm sure I'll manage."

"It won't be easy."

"I don't care."

Charley smiled knowingly. "I'm glad to see that he still chooses his friends well."

Amy frowned, eyeing the woman in front of her warily. She still didn't know what to think about all of this, or who this woman was supposed to be. A "keeper" of the Doctor's memories, a friend of a former incarnation. That much was obvious. But who _was _she? And why was she looking at Amy that way - as if she knew all her secrets and understood her reasons for keeping them.

"What do you mean?" Amy finally asked.

"You would die for him, wouldn't you?"

The frown deepened. "Yeah, well. He's my best friend."

"And you know he'd do the same for you."

"Of course."

"Sometimes I wonder if we ever truly realize how rare that kind of friendship is."

Amy stared at her, studying the faraway look in her eye. Did these "keepers" have memories of their own? Amy shook off the thought before it ran away with her. She had more important things to think about. "Not sure how this is helping us find the horrible, wake-him-up-screaming nightmare."

"It's helping me to get to know you better," Charley answered.

"And why does that matter?"

"Because I don't know where that memory is, and I don't know what we might see on the way to finding it. But if I'm not one hundred percent sure that I can trust you, I'm not taking you anywhere."

Amy was caught off guard by both the threat and the pleasant tone. She shook her head quickly as if to clear it. "Wait, you heard the Doctor say that I needed to stick with you, right? It's not like he didn't want me here; I'm trying to save his life."

"I understand," Charley said with a nod. "But there's something... unsettling about you. It feels like you shouldn't be here."

"Well, I am from his future."

"Yes. I know. Actually, that's reassuring. If he doesn't live through this, you never would've met him."

"That's one way of looking at it."

Charley still seemed uneasy, but Amy wasn't about to dance around this conversation for any longer than strictly necessary. She had other things on her mind. Like how to go about saving the Doctor.

"Listen. The Doctor is my friend. I don't really want to know all of his dirty secrets. So anything you can avoid showing me, please do. But I'm here for a reason. And I'm not leaving until I know he's safe."

Charley eyed her for a moment longer, then finally smiled. "I believe you."

"Good." Amy straightened her skirt and rolled her shoulders back before looking back and forth down the hallway. "Now, which way?"


	10. Chapter Nine - Loving the Doctor

**CHAPTER NINE**

**Loving the Doctor**

"How much do you know about what's going on in there?"

The Doctor wasn't startled by River's voice. If not her, it would've been Jack, or maybe even Rose, if she was conscious yet. If she wasn't, she would be soon. He'd regained consciousness the moment his former incarnation had stilled, slipping back into that healing coma that was keeping him alive, if barely.

"More than I should and less than I'd like," the Doctor answered cryptically.

"Does he have a plan?" River asked, finally walking further into the room.

"Of course he has a plan."

"One that will work?"

He sighed, tired and exasperated. "River..."

"I'm sorry." She sat down beside him.

"I don't know what he's thinking, River. It doesn't work like that."

"I know. But even Amy should be able to tell you if he has a direction."

"Amy is confused," he said flatly. "There wasn't enough time for me to explain things to her properly."

"I would've thought he would make it something of a priority to tell her what he expected her to do."

The Doctor didn't answer, only sighed.

"Where is Amy?"

His eyes faded out of focus as he stared at the wall in front of him, unseeing. "She's close."

"Close to what?"

Shutting his eyes again, he shook his head quickly, as if to clear it, then stood and headed for the door. "Doesn't matter."

But River had caught the scent of a secret, and her brow furrowed as she stood and followed him. "Yes, it does matter, Doctor. If there's no plan, or there's no chance of it succeeding, we need to come up with something else."

"I never said there was no plan."

"Just that you don't know what it is?"

"I don't know if it will work. There's a difference."

"So what's the plan?"

He didn't answer. Out into the hallway and in the opposite direction from the control room. She blinked, surprised. "Where are you going?"

"Away," he answered abruptly.

"What do you mean, away?" she demanded.

With a quickened pace, she caught up with him after only a few steps. But he didn't answer, and he didn't slow. He didn't even acknowledge her until she stepped right in front of him and stopped, glaring daggers at him.

"If you think that I am going to allow you to crawl off into some corner of this Tardis and die, you are _very _wrong."

Reluctantly, he looked up at her, meeting her gaze.

"If you can't tell me about his plan - if you _won't _tell me - then fine. But you will tell me this: Do you know for an absolute certainty that it will work?"

His eyes narrowed at her. "Absolute certainty? What kind of a stupid question is that? Of course I don't know for an absolute certainty! There is no absolute certainty!"

"Is it going to work, Doctor?" she demanded, not flinching.

He stared back at her for a long moment. Then, finally, he nodded. "Yes. Yes, of course it is."

She remained still, quietly watching him. He didn't look away. Finally, she stepped aside and let him pass, deeper into the Tardis to whatever place of sanctuary he found in there. She watched him go, and took a deep breath, letting it out slow.

"All these years with that man," she whispered to herself. "Sometimes I wish I didn't know when I was being lied to."

*X*X*X*

Rose awoke with a start, blinking a few times before she remembered where she was. Lying on the floor of the control room, the grate was hard and cold under her, its jagged surface burying its indentation in her arm. Her eyes turned to the Doctor, lying still and unconscious beside her, before she rubbed her eyes and looked around the rest of the room. She was alone, the room dimly lit.

With a deep sigh and a wince at the uncomfortable position - every position was uncomfortable on this floor - she lay down again, head on her arm, and carefully stroked the side of the Doctor's face. His skin was cool - too cool - and clammy. But at least he wasn't burning up anymore.

Closing her eyes again, she nuzzled closer to him. His arm was dead weight as she lifted it, snuggling in close and holding it around herself as she moved her head to his shoulder. She had slept too long, and she wasn't tired anymore. She was anxious and worried and ready to run. She wanted to _do _something. But she didn't want to leave him. She didn't want to sit up, or move away from him. Right now, if she couldn't run for _him_, all she really wanted was to listen to his heartbeat. Hearts. Two of them. She smiled softly. Would she ever get used to that?

Unable to get comfortable with his arm around her, she sat up slightly and studied him for a moment. "Doctor?" she whispered. "Can you hear me?"

He couldn't. For the first time in a very long time, he couldn't hear her. The thought made her eyes well up with tears, and she blinked them back. She already had a headache from all the tears she'd cried, and she didn't want to make it worse. Instead, she leaned down and kissed his forehead gently.

"Please don't leave me," she whispered. "Not like this..."

She let her lips rest on his cool skin for a moment, then pushed herself up the rest of the way. Unbuttoning and parting his jacket, she lowered again and rested her head on his chest. There, she listened. Several long, silent seconds later, she heard it. Just once, just enough to keep him alive in his state of near-suspended animation. Blinking back the tears, she smiled to herself as she relaxed slowly against him. Giving up her fight against the tears, she slipped her hand into his, stroking the back of it with her thumb as she let them fall on his shirt.

Warmth. She could feel it wash over her, like a mother's embrace. It wasn't the Doctor; he was silent and cold. She didn't have to wonder where the comfort was coming from. She knew its touch now, like it was a part of herself. Still lying with her head on the Doctor's chest, she opened her eyes and stared, unseeing, at the softly humming console.

_You could help me. If you wanted to._

It wasn't a question. She could feel the energy exchange between the Doctor and his Tardis. They were symbiotic - controller and ship. Everything that he felt, in some strange way that was foreign to human beings, she felt too. The Tardis knew he was dying. It knew she wanted to help, that she would do anything. It was infinitely powerful, and there was no doubt in her mind that it could reinsert her into the Doctor's mind. But somehow, this time, there was also no doubt that it wouldn't.

_It's his mind, Rose. If he says you can't go back in..._

She closed her eyes. She knew the words were her own, not really the Tardis. The Tardis didn't use words and language to communicate. But the sentiment behind it was real. She could feel it burning inside of her, fueling the argument with herself.

_You helped me rescue him once._

_This isn't a rescue. It's an intrusion._

_But I have to help him!_

Frustrated, Rose wiped away her tears roughly, and hugged the Doctor's waist tightly. Did the Tardis know all of those memories he had? Did it - she - feel them, too? The level of respect Rose felt in this moment for the man lying beneath her was not purely her own. It was the Tardis, too. Respecting his right to privacy, and to die if that's what he chose.

_ But he didn't choose that. He didn't choose to die, he just wanted me to be safe._

_ And you are safe. You're safe out here._

_ But I don't want to be safe if it means he's going to die!_

_Even if you somehow manage to force your way in, he sent you out once. He can do it again. And there's no reason to believe that he wouldn't._

Angry tears burned her eyes as she realized how true those words were. She was helpless right now, stripped of any ability to intervene on his behalf. All she could do was to lie beside him and wait for him to either die or get better.

Even through her anger and frustration, she knew, deep inside, that if she could make one bit of difference by somehow forcing her way into his head, the Tardis would help her. But she didn't even have to try to know that she wouldn't get that help. Not from the Tardis, and not from the Doctor. All she could do was wait, and try not to mourn before it was time. She had to cling on to hope. She just couldn't lose him now...

It wasn't supposed to end like this. It couldn't end like this, could it? Not with a future version of him here, watching the events unfold. If he died, that would create a paradox. He would never let that happen. Of course, he didn't appear to be _letting _any of this happen. It was happening all around him, while he lay there unconscious.

"I'm scared," she whispered softly. "Doctor, I'm scared."

There was no response. No gentle squeeze of her hand, no deeper breath, no heartbeat that came right on cue. He lay still and silent as she squeezed her eyes shut hard and continued. But for the first time since he'd regenerated, she felt like he really, truly couldn't hear her. Like he was already dead...

"I don't want to be without you. I'm so..." She swallowed, choking on the sob that nearly cut her off. "I'm so angry at you. Angry that you sent me away, that you made me sit here and watch you die when you know... You know I would rather die with you than live without you. You know that. I need you."

The quiet sobs were coming now, and she didn't stop them. Gripping his hand tighter, she let them come. "You try so hard to protect me. And I love you for that and I hate you for it! How can you leave me like this? I don't care if it's safe. I don't care if I don't come out alive. I would so much rather die with you than live alone."

She closed her eyes and wept quietly, clenching her fists in his jacket as the emotions overpowered her. She couldn't think. She could hardly breathe. And she wasn't aware of the intruder in the room until she felt the hand on her shoulder. Startled, her teary eyes flew open, but the hand on her shoulder pushed down, keeping her from sitting up.

"It's alright," River's voice said calmly.

She didn't struggle. She really didn't want the woman to see her right now anyways.

"Close your eyes, Rose."

"Why?" Rose demanded.

"Because if there's one thing I understand, it's just how difficult it is to love that man."

Rose swallowed hard, but she didn't dare answer.

"Focus on the dark," River instructed softly, "and breathe deep."

Rose drew in a deep breath, and felt herself sink into soft warmth. The low hum of the Tardis was the last thing she was aware of before her thoughts faded into nothingness.


	11. Chapter Ten - Unfamiliar

**CHAPTER TEN**

**Unfamiliar**

Rose opened her eyes to see the now-familiar, endless corridor. She never thought she would've been so grateful to see something so overwhelmingly impossible stretched out before her. As she pulled herself to her feet, a sound from somewhere in the darkness behind her made her turn quickly. The clack of hard heeled shoes on the smooth floor, and the wisp of robes as the figure took shape.

She took a wary step back. In the shadows, the being first looked inhuman, with an enormous head. But as it came closer, Rose saw that it was actually a woman wearing a collar that extended several inches above and around her head. The robes - and the high collar, for that matter - weren't entirely unfamiliar. They were similar to the ones she had seen on the Master in her dream, standing at the top of the steps. Not identical, but similar. It felt like so long ago that she'd had that dream... If she was dressed similarly way, did that mean the woman was a Time Lord too, like the Master? And like the Doctor?

"Hello, Rose."

Okay, so her arrival really had been anticipated. Rose took a tentative step forward. "Um, hello."

She wasn't immediately sure what other introductions, if any, were necessary. The woman seemed to already know who she was. That was new, but she wasn't complaining. Maybe the woman already knew how to help her. But first things first.

"Don't mean to be rude, but uh... do you have a name?"

The woman smiled patiently. "I am Lady Modenascoratlenovia. You may call me Modena."

Her voice was crisp and clear, perfectly calm, as if she were reciting a speech with perfect diction and perfect posture. Her presence was commanding, and yet comforting at the same time - as complex and contradictory as the Doctor's. Rose nodded slowly and returned her smile. Definitely a Time Lord. Lady? She wasn't sure what the appropriate terminology was.

"Nice to meet you, Modena."

Rose hesitated a moment, still trying to get her bearings. She felt like she should know this woman, but she was sure she'd never seen her before. She took a look around her, but this hallway was as indistinguishable as the others she had walked down, opening doors. Exposing the Doctor's memories...

"How do you know the Doctor?"

Modena laughed softly. It was hard to believe that such a delicate sound came from such a commanding presence. "I am a keeper of his memories."

Rose frowned. "Right, I know that. I mean how did you know him before? When you were... out there."

The woman tipped her head slightly, studying her for a moment before she spoke, calmly and crisply. "Do you know how a Quiescenary typically manifests itself to the mind's control center, of which I am a part?"

Rose blinked, startled by the question. "Um..." She shook her head slowly. "No. No, I don't."

"It absorbs the images of corporeal statuses from the energy signatures it consumes. Do you know what that means?"

Rose shifted, impatient and confused. Was there a point to this? "Not really, no."

"It means that they could appear to me like anyone the Doctor remembers. Including you."

Rose's eyes went wide. "Me?"

"And you seem to be not only very well informed, but also quite anxious for very specific information."

"Oh!" The realization hit her very suddenly. The keeper thought _she _was the Quiescenary! She shook her head quickly. "No. No no no, I'm not the Quiesce... thingy. I'm Rose. Really Rose."

The woman's eyes narrowed slightly, but she remained perfectly poised and for all intents and purposes completely relaxed. "If that is so, then it is no better. He sent you away. By what authority have you returned?"

Like a deer caught in the headlights of an oncoming truck, Rose stared at her as she awaited an explanation for that contradiction.

"You weren't well," Modena continued when Rose didn't speak. "It was for your own safety that you were removed from this realm."

"I... Yes, I know." She lowered her head.

"But?"

Rose took a deep breath. "But I felt helpless out there. I need to be in here, helping him."

"In spite of the fact that he made his wishes explicitly clear, apparently."

"I'm sorry," Rose answered, a bit defensively.

"No, you are not."

She frowned.

"For you to be here exhibits a blatant disregard for your own safety, and for his orders. And you're not sorry. You would do it again in a heartbeat if you thought it could get you what you wanted."

"I want to help him!" Rose shot back.

"So you say. But given your unwillingness to comply with his wishes, you understand my hesitation in trusting you."

For the second time in as many days - hours? - Rose felt scolded by a made-up person in the Doctor's mind. It was somehow easier to hear coming from Modena than from the young Master, even if this woman reminded her of a cross schoolteacher. She wondered if the Doctor would somehow know about this, or remember it, when it was all over.

Modena eyed her distastefully. At least, she guessed it was distaste. It was hard to read anything in her solemn expression. "It seems to me that if you are, in fact, his latest assistant, he's grown rather careless."

"His latest assistant?" Rose repeated, growing more indignant and defensive by the minute.

"However, he has always chosen his companions - or, chosen to keep them around, rather - for their compassion as well as their bravery. He values those things more, I think, than obedience. And I can see both in you."

Rose's brow furrowed. Was that a compliment? Somehow, she was sure she'd been insulted. She didn't know what to say. But Modena, with hands neatly folded and eyes piercing into Rose's very soul, seemed to be waiting for a response.

"Right," Rose finally managed. "Thanks. I think."

"Might I ask what you hope to achieve by being here?" Modena continued smoothly. "If I understand correctly from my communications with the other keepers, your mission to attract his consciousness was completed successfully. As he has again receded, and it is unsafe for him to return, I'm not sure why you are here now."

Rose deflated, her own feelings for this woman falling to the wayside as she focused again on the reason why she was here. "He's dying, Modena."

"Yes. I know."

"I can't let that happen. I don't know what I can do, but I know I can't just sit out there and do nothing."

"And you want me to tell you what you can do."

Rose stared at her for a moment. It hadn't been a question. Was it an offer? The woman spoke so formally, and with so little emotion, Rose had difficulty determining the meaning behind the words. She wasn't much like the Master at all, in that sense. And certainly not like the Doctor...

"If you can, yeah."

Modena nodded. "Well, I can tell you that he was looking for a specific memory."

"What memory?"

"That does not matter."

"How can it not matter?"

"Because you will not find it."

Rose blinked, confused. Was this Modena's idea of helping? "Um... okay?"

"However, I may be able to point you in the right direction, if you are willing."

"In the right direction, towards something I won't find that you can't tell me about?"

"Yes."

Rose took a deep breath. This woman frustrated her almost as much as the Master had. But at the moment, she had nothing to lose. And she needed a direction. Otherwise, she would be wandering these hallways blindly with only her luck to rely on.

"Alright. Which direction, then?"

Modena eyed her for a moment, scrutinizing, her gaze raking up and down. Then, finally, she turned. "This way. Follow me."

*X*X*X*

"So, how do you fit into all of this?" Amy asked as she walked slowly beside Charley. The hallway seemed cooler now than when the Doctor had been with them, and Amy shivered slightly as she rubbed her palms on her arms briskly. "How do you know the Doctor?"

"He saved my life," Charley answered.

"So you... travelled with him then?"

"All across space and time. And then the Divergent Universe as well, though I don't know if I'd classify any of that as 'sightseeing'."

"Divergent Universe?"

Charley cast a sideways glance at her. "It's difficult to explain."

"Try. It's not like we don't have plenty of time." She cast a look back the way they'd come, then forward again down the hallway the stretched endlessly into the darkness.

"It was a universe without time. We were stuck there for... well, it's hard to say how long. No time, remember."

"How'd you get stuck there?"

Charley gave a slight chuckle. "Now that's a long story."

"And again, something tells me we have time."

"We might, but the Doctor doesn't. There are more important things I need to be thinking about right now."

"Oh really? Like what?"

Suddenly, Charley paused midstep, and eyed one of the doors for a moment before walking over and placing her hand against it. Amy stepped up, interested, as she leaned forward, pressing her ear against it.

"What? What is it? What's in there?"

Charley hesitated a moment before answering. "I don't know," she admitted quietly. "It's not familiar."

"That's good, right?"

"Well... It may be." She stepped back and looked up and down the hallway quickly. "I'm pretty sure this is further than I've come before."

"Okay, so how do we get it open?"

"You'll have to do it."

"Me?" Amy raised an eyebrow. "He told me not to touch anything. Yelled it at me, actually."

"I'd say the rules have changed now that he's gone."

Amy sighed and shrugged. "Alright, but it's your fault if he gets all pissy about it."

Charley smiled, and stepped back as Amy pressed her hand to the door and the darkness swirled around them. For a long moment, there was no sound, no scent, and nothing to see but blackness. Then, slowly, the sound of dripping water drifted through the nothingness, like a leaky faucet in the night. As the fog parted, Amy found herself staring at a man standing in front of the mirror.

He was covered in dirt and blood, clothes ripped and tattered, hair and beard matted and unkempt. Her gut response was to take a step back. As she did, she stepped right into Charley.

"Oh. Sorry."

"It's alright."

Finally, Amy took a quick look around the room. It was familiar. The bathroom of the Tardis. Suddenly, the realization dawned on her. "Is that the Doctor?" she asked, trying to hide her horror.

"Yes," Charley answered quietly. "I only knew him briefly in that body. But it is him."

"But... I've seen him with other faces. They all sort of... well, feel like him. You can tell it's the Doctor."

"Yes," Charley agreed.

"But he doesn't."

"I know."

Amy paused for a moment, but Charley continued before she could demand a fuller explanation.

"I always knew that someday, he might change." Her voice sounded faraway, as if lost in the memory of a long-forgotten conversation.. "He told me. But when it actually happened..."

"You were there?"

Charley frowned, her brow furrowing. "I... I don't know. I don't think I remember."

"You don't _think _you remember?"

"No. No, I'm sure I don't."

"But you've seen him before."

Charley studied the man who was leaning forward on the sink, head hung between his shoulders. Amy stayed back as Charley studied him very, very hard. "Yes. Yes, I've seen him."

Amy watched him wash the blood from his hands, then his arms. It ran down into the sink with the dirt and the grime. He moved slowly, almost reverently. Finally, she took a step closer, tipping her head to peer around him. There were tears on his cheeks, cleaning thin trails through the dirt. Amy felt her heart clench in her chest as those dark, haunted eyes slowly rose to stare at his own reflection. Raising a wet hand, he wiped off some of the blood spatter with the tips of his fingers. He was struggling to keep a straight face, and he was failing as the tears ran in thicker streams. As he pulled his hand away to look at the blood on his fingers, and rubbed them together as if that could somehow make it go away, that resolve to maintain his composure failed him.

Dropping his head forward again, his shoulders shook with the first few silent sobs. They weren't silent for long. Unable to contain his grief, he turned and put his back to the wall, sliding slowly down to the floor as he wept loudly. Openly. Swallowing hard, Amy remained rooted in place, unable to move as she watched him.

"Why...?" Her voice was cracking. She cleared her throat and tried again. "Why's he crying?"

"I don't know," Charley answered quietly, reverently. She came closer, locking her arms around one of Amy's. "But I think we must be getting closer."

"Closer to what?"

Charley didn't answer. In the eerie silence, broken only by the sound of a man weeping openly, Amy wasn't sure what to say, what to do. It was uncomfortable to be here, in such a vulnerable moment. But Charley, whoever she was, didn't seem to mind. Casting a glance at her, Amy did a double take. She was... Was she _crying_? But she was just a program; how could she cry? How could she feel at all?

Slowly, Charley withdrew her arms from around Amy's and stepped closer to the huddled figure. Instinct told Amy to stop her, to remind her that this wasn't even real. But she couldn't bring herself to interrupt. Instead, she watched as Charley knelt beside the bloody, broken, filthy image of the Doctor and placed a hand gently on his hair. His sobs quieted as she whispered, too low for Amy to hear. But she could hear him, the words he kept repeating over and over again.

"I'm sorry... I'm so sorry..."

Finally, Charley set a light kiss on the crown of his head, and stood. "Come on," she said with a shaky resolve as she walked closer to Amy. She wiped away her tears roughly, avoiding eye contact. "We shouldn't stay here. And anyway, we can't be far now."


	12. Chapter Eleven - Untempered

**CHAPTER ELEVEN**

**Untempered**

"In the year before the Doctor's birth, the Visionary proclaimed that a Time Lord would soon be born who would be essential to Gallifrey's future interactions with many new peoples."

Modena walked slowly, with a sure step. As Rose followed alongside her, her thoughts were fractured between the keeper's words and the doors on either side of her, memories and emotions leaking through them. The restless thoughts of a renegade flitted through her mind continually. The Doctor was young in this hallway. Maybe even as young as he'd been in the hallway with the Master.

"This child would lead his people out of the time of darkness, of seclusion, and unite them against a great evil that threatened to destroy the universe."

Rose stole a quick glance at Modena out of the corner of her eye. The way she walked in those robes, she seemed almost to glide across the floor at a steady, even pace - never fast and never slow. She was not an old woman, but neither was she young. With short auburn hair and a long face, she looked as human as anyone Rose had ever seen at first glance. But a closer look at her steel blue eyes said otherwise. She had the same deep, endless, ageless eyes as the Doctor. The eyes of a Time Lord.

"Only the President and the Supreme Council knew the details of this prophecy," she continued, ignoring Rose's scrutiny although she surely noticed. "They decided to keep it a secret - a decision which proved wise as a new generation of Gallifreyan children were brought forth from the looms."

"But not the Doctor."

Modena turned and eyed her warily, as if waiting for an explanation.

"The Doctor wasn't made on the loom; he was born. I already know that."

"Genetic flaws began to appear in the new children of Gallifrey," Modena continued, looking ahead again as if ignoring her. "Our society had been very static for many thousands of years. More and more knowledge had been acquired and technological advancements were certainly made, but life was at the same time very simple. Our interactions with other peoples were strictly limited, and the purpose of each life was the gathering of information into the Matrix - the database of common knowledge shared among Time Lords."

"Yeah, I know about the Matrix, too," Rose offered.

"The reason for the genetic alteration was never made explicitly clear. Perhaps it was a flaw in the looms themselves, or perhaps it was operator error. In either case, the looms began to produce children who were... different."

"Different how?" Rose asked, eyeing her carefully. She wasn't sure why she was being told all of this, but there had to be a reason. "You mean like, deformities?"

"Oh, nothing so embarrassing!" Modena actually made a face at the thought. It was the most expression Rose had seen her use yet. "But the children were found to have certain personality flaws. Cognitive processing patterns that introduced an element of non-conformity into our otherwise peaceful society."

Now it was Rose's turn to make a face. "So, what, there can't be peace unless everyone is exactly the same?"

Once again, Modena ignored her. "The House of Lungbarrow - that is, the Doctor's family - was one of the first houses to experience problems with its breeding systems. It became infamous for its non-traditional offspring. The clutch of children produced during this 'Renegade Generation' included such names as Morbius, the Master, the Monk, the Rani, and, according to the official record of the Matrix, the Doctor. "

"Right, but like I said, I already know the Doctor wasn't made on one of those things." Rose frowned. "Unless you're trying to tell me he was?"

"No," Modena answered calmly. "You are quite right. The Doctor was the last of the womb-born. And that, from the very beginning, made him the most likely candidate for the prophecy that was known only to the Visionary and a select few."

Suddenly, Modena stopped beside a door that looked much like every other door along the endless hallway. Rose stared at her for a moment, then let her eyes drift to the door. There was fear in that room. A fear of the unknown. As she studied it, the door slid open fluidly and soundlessly, revealing only darkness inside. The woman looked expectantly, and ever-so-patiently, at Rose.

"What's in there?" Rose asked, taking a slight step back on instinct alone.

"I told you I would point you in the right direction. I promised nothing more."

Rose studied her for a long moment, then turned to face the door and drew in a deep breath, gathering her courage. "Okay. Right. I can do this."

Closing her eyes tightly, Rose took another deep breath and held it as she stepped into the darkness, bracing herself for the worst.

*X*X*X*

The boy could feel the eyes on him, heavy and scrutinizing. Smiling faces - too many of them - were watching in the darkness as the man in the dark robes took a step closer to him and held out a hand to usher him forward. A step closer to the Untempered Schism. A step closer to his future. The child wrung his hands nervously and nearly tripped when he missed a step. Why did it feel like the whole world was watching him?

Closer to the window that stared into the heart of the Vortex, the boy hesitated. Then he stopped. There was a moment of eerie silence before the man leading him placed a hand on his shoulder and marched him forward. Slow and solemn as the procession was, it seemed almost disorganized. A crowd had gathered, and the boy recognized the robes. All of the chapters were represented here. Only the president himself seemed to be missing.

And thank God for that.

There was a man standing near the boy's final destination, with a rolled up scroll of parchment in his hand. The boy's name. The child had been told the way this ceremony would progress. He knew what to expect. The Visionary had learned of him as he learned of each child. His house, his parentage, his genetic predispositions. And then he had dwelt on what he'd learned. Sometimes it only took hours for him to return with a concise summary of all that he came to know on the child; other times, days. In this case, it had taken weeks before, finally, the boy had been called for his initiation.

As the Initiator urged him forward, the boy resisted the urge to run. Instead, he drew in a deep breath and put his shoulders back as he faced the Visionary for the first time. The man was as near to a prophet as science allowed. He knew so many things - things that no one else knew - that the boy suddenly felt a driving urge to collapse to his knees and confess each and every sin he had committed. Not least among them would be the sin of his birth, and the silence he had kept for the past eight years.

The Initiator took a slight step back as the boy stood still, knees shaking, before the tall, broad shouldered Visionary with the hard jaw line. There was a look in the man's eyes that made the boy even more afraid. It was a look of awe and worry.

"I understand that you are able to read Old High Gallifreyan," the man said in a flat, unemotional tone.

The boy nodded mutely, unable to speak, and the Visionary handed him the scroll that was in his hand. With shaky fingers, the boy took it and managed to squeak a quiet, "Thank you."

Now he was to unroll it, and the Visionary was to read it to him. Though he suspected that the Visionary's words to him had been suggesting that he was expected to read it for himself. Drawing in a deep breath, the Doctor unrolled the parchment.

"Read it silently," the Visionary ordered.

The Doctor nodded, and held the paper with shaking hands as he read. His breath grew shorter the further he went, and his eyes grew wide. His hands trembled and his vision blurred. The man standing before him watched solemnly, then slowly knelt. The boy didn't realize just how much he was shaking until the strong hands steadied him.

"Listen to me," the Visionary whispered, eyes locked on his. "The words that you have just read are among the greatest secrets of time. They must never be read, never be spoken aloud. Do you understand me?"

The boy nodded, rolling the scroll up tightly in his hand and clenching his fist around it.

"Many words have been spoken about you. There are many things you cannot understand, and I cannot explain them to you. If you leave this day knowing nothing else, know that they will fear you, and this is good and right."

Lower lip quivering, the boy shook his head. "But... But I don't want to be feared!"

"Your destiny is as great as that of Rassilon himself. And for that, we all have reason to fear."

"Is he ready?"

The boy jumped. He had forgotten about the man standing behind him. The Initiator, waiting patiently to take him before the Untempered Schism. The Visionary stood, and nodded. The boy went where the hand on his shoulder led, standing in front of the gaping wound in the fabric of time and space. Staring into all of the past, and all of the future, all at once.

The fear that gripped him in that moment was unlike anything he had ever felt before. He had heard so many stories of heroes and warriors, it seemed he should have at least been able to face this task. Every Time Lord had stood in this place, had stared into eternity. But some of them... some of them went mad.

The boy felt wet warmth seeping down his legs. He was too terrified to feel embarrassed, or even to remember the eyes that were watching him. Dozens of eyes, Time Lords of all ages and from all families. In a moment, he was supposed to turn and face them and proclaim his name proudly. Few children actually managed to do that. He knew that from what his mother had told him. Most were barely able to squeak out their first few syllables. The boy didn't think he was even going to be able to do that.

And what would he tell them, anyway?

Suddenly, it was as if he was drawn into the swirling void in front of him. As if it had reached out a cold, dead, black hand and grabbed him by the throat, pulling him forward. In that instant, his mind was filled with visions - burning and screaming and dead bodies stacked in piles like so much rubbish. He heard the screams of terrified men, and robotic voices unlike anything he'd ever heard before. A million languages assaulted his senses all at once as he flew through the emptiness of space. Stars and planets and galaxies he'd not even heard of, much less read about. War and terror, explosions and executions. A faceless man who fell, bleeding into the Time Vortex. The birth of an infant, on a bloody battlefield. Lost civilizations and human sacrifice. All of the planets he'd only seen in his mind. He saw the eyes of a woman as her body was ripped apart, as if being eaten from the inside out. He saw the tears of a child as he hid beneath his bed and watched the footsteps of a killer cross the floor.

And then he was running. Fueled by fear and adrenaline, he had never run so fast. Hearts pumping frantically, feet thudding on the hard ground in quick succession. He didn't pace himself; he didn't pause to look back. He didn't stop. He ran and ran and ran, past the boundaries of the Citadel and out into the fields, across the emptiness of barren land. He'd been told stories of the Outsiders who lived beyond the Citadel. Cannibals, they were, or mutant monsters; it depended on who was doing the telling. But right now, nothing scared him so much as what lie behind him.

He felt as though his lungs might burst. He kept running. Through the dark, across the field... He didn't stop until he finally lost his footing and flew forward, sprawling on his hands and knees. He didn't get back up. Instinctively, he curled into a ball and cried, his body shaking violently as he gasped for air and tried to imagine this was all a bad dream.


	13. Chapter Twelve - Name

**CHAPTER TWELVE**

**Name**

Rose hadn't realized until after she'd followed the boy for at least the first mile that she didn't really have to run. Keeping him in sight was easy if she simply imagined it was so. That was a good thing, since running in the dark across an unfamiliar planet had never been one of her favorite things to do. Not that she minded a bit of running, but the boy was _fast_. He was also terrified.

When he finally fell, sobbing, in the tall grass, she half expected the scene to fade to black. She'd seen enough of the Doctor to know that he wouldn't leave this fear behind as he grew up. He would always carry it with him. She couldn't imagine what was written on that scroll. And if she was honest, she didn't really want to know.

It was hard to tell in a memory that played out much like a dream, where time and space was distorted by perception, just how much time passed before the boy picked himself up off the ground and hobbled over to a nearby stream. He was limping, and still sniffling as he washed his face and took a long drink with his free hand. The other still held the piece of paper tightly.

Suddenly, with a startled gasp, he spun and looked straight at her. For a moment, his wet, bloodshot eyes were wide, and he looked like he might bolt again. Could he see her? He was looking straight at her as he relaxed again with a shaky sigh.

"Oh. It's you." He sounded relieved.

Rose startled slightly. "You can see me?"

"Yes of course I can."

"Okay..."

She took a breath, let it out, and came closer as he rocked back onto his haunches, then sat down, crossing his legs in front of him. He didn't speak, and didn't look at her again as she sat down in the red grass beside him.

"Are you okay?" she finally asked.

He nodded, and wiped his eyes roughly with the back of his hand, as if that would somehow hide the evidence of his tears.

"Are you hurt? I saw you were limping."

He shook his head and looked down at his ankle. "I'll be okay. It already feels better."

She nodded slowly, not sure how to breach the subject of the paper in his hand and not sure she wanted to. If she was talking to him in this memory, would he remember talking to her? She didn't even want to think about it. That was the sort of thing that would make her head hurt.

"Want to talk about it?" she finally asked.

The fear crossed his face again, and he pressed his lips together tightly as he shook his head fast, his shaggy blond hair whipping around. As he stopped, his lower lip quivered again, and his determination to keep a straight face wavered. His voice was choked as he tried again to speak, but failed.

"Must be pretty serious if you can't talk about it. That would scare me, too."

He nodded, brushing his eyes again as they started watering. He realized he was still holding the scrunched up paper, and stared at it for a moment, like it was a snake that might turn and bite him if he loosened his grip.

"What are you going to do with it?"

He brushed his eyes again, and swallowed the noticeable lump in his throat. "Burn it."

She blinked, startled. "Are you sure?"

He nodded.

"Maybe you should... I don't know. Bury it or something. Someplace only you know."  
"Why?"

"Well, just... in case you ever need it later."

He shook his head. "I'll never need it," he said firmly.

"Oh."

She had no idea what to say to this little boy to help him feel better. She knew the words on that paper would haunt him for the rest of his life. But she had no idea why she'd been sent here. Why here? Why this memory? It hadn't really told her anything she didn't already know. At least, not yet.

"What did you see in that portal thing that made you run?"

"The Untempered Schism," he corrected. He shivered, took a deep breath, and composed himself before continuing. "It's not a portal. It's like... a window. Into the Time Vortex."

"Tell me about it."

He shifted nervously. "I... I don't think I should."

"Why not?"

"The Visionary said I wasn't supposed to talk about it."

"Well, yeah, but I'm..." She hesitated. Who did he think she was, anyway? She tried to remember the earlier conversation she'd had with him, when she'd first entered his mind. "I'm just made up, remember? You made me up in your mind."

He was quiet for a long moment, tense and perfectly still. Then he slowly uncrinkled the paper in his hands and smoothed it over his crossed legs. It was just a bunch of circles to Rose, written with a blotchy fountain pen if she had to guess. But he sat staring at it for a long moment. Reading. Memorizing?

"So that's it, huh?" she asked, nodding toward the paper. "Your name?"

He nodded. For just a moment, she wished more than anything that she could read all those circles. But the thought passed quickly. He was terrified of that paper. Did she even want to know what it said?

He was quiet as his fingers traced the circles lightly, the way children were when they were trying not to be defiant, but really just didn't know what to say. Had he been just a few years younger, he would've been hiding behind his hands - or maybe his mother's legs - playing shy. But he was too old for that now, even if shy was the safest route.

"I don't know what I'm going to tell everyone," he said quietly. He glanced up at her. "They will want to know my name. What do I tell them?"

"What do you think?"

"I don't know. Do I just make something up?"

"You could."

He frowned. "That feels like lying."

"Well, yeah, but there are worse things."

"I don't want to live a lie."

She studied him for a moment. Even if she'd had no idea who he was, her heart would've broken for this boy. He was so sad, so _doomed_. She wished she could offer him a shred of hope about all of the adventures he would have later in life. But she was pretty sure she still hadn't learned what she'd come here to learn. She didn't want to get sidetracked.

"What about a nickname?" she suggested.

"What's a nickname?"

"It's a name people call you when you don't want to be called by your real name."

"Oh." He paused. "Do you have a nickname?"

"My granddad used to call me Rosie. That's sort of a nickname."

"What does it mean?"

She laughed. "Well, nothing, really. My real name is Rose. It's just what he calls me."

The boy frowned. "That's silly."

"Silly? Why's it silly?"

"To be called by something that means nothing is a fallacy. It makes you appear insubstantial."

She placed her hands on her knees and leaned back slightly, blowing out a breath. There was that Time Lord again, in a little boy's skin. "Well, my name itself means something."

"It's a flower on your planet," he said. "You told me before."

"Did I?"

"Your mum's favorite flower."

Rose blinked. She was pretty sure she'd never told him that...

The boy looked down. "I wish my name was something simple like that. I would like to be named after a flower."

She raised an eyebrow and tried to hide her smile as she thought how different his life would've been if he'd been named Lily. She cleared her throat. "Naw, you're not a flower! Not delicate enough."

He gave her a strange look, as if she'd just insulted him.

She cleared her throat, changing the topic quickly. "Is there any part of your name you can use?"

"What do you mean?"

"Well, you can't tell people the whole thing, right?"

He frowned and looked down at the paper again.

"Doesn't mean you can't use part of it."

"Just part of it?"

"Sure. Is there any part of it that you like? That sticks out to you as something that fits you. Who you'd _like _to be?"

He thought for a moment, staring at the circles. "Maybe..."

She pointed. "What does just this circle say?"

"It doesn't work like that."

"Well, this... section then. What does it say?"

"Lonely Child of Gallifrey."

She hesitated. Was it coincidence that she'd pointed to the one thing she'd heard over and over again? She tucked it away in her mind before answering him. "Well that's a bit long."

"Yeah."

She paused, and let him look over the page for a moment before asking again, "Is there a part you like?"

He nodded.

"What part?"

He pointed to one of the circles.

She smiled. "And for those of us who don't read circles, what does it say?"

"Doctor," he answered. He was quiet for a moment, then smiled faintly as he looked up at her. "Doctor of All."

*X*X*X*

The Doctor was tired, but he wasn't unaware. He'd known the moment Rose Tyler entered his thoughts again. Seeing her lying asleep beside his former incarnation was no surprise. Nor was it a surprise to see River on the other side of her. Rose couldn't have done it by herself, after all. It took a Time Lord's mind to make full contact like that. More spoilers. More things he wasn't supposed to know about River, but knew all the same. More lies to tell...

With a sigh, he walked closer, then crouched down, perching on the balls of his feet as he brushed River's hair back from her forehead. She was so far beyond the point of exhaustion, she didn't even stir. He let her sleep. There was no reason to wake her. And as for Rose...

He touched her forehead and she moaned softly. With River exhausted, her link was fragile. But it would grow stronger. Right now, he could pull her out just by willing it. In another hour, there was no telling how deeply ingrained in his memories she would be.

But he wasn't paradoxical yet.

He knew how it was supposed to end with Rose. Canary Wharf and the Cybermen, then again with the Daleks and their stolen planets. That was all in her future, in the future of the incarnation lying beside her. It was all in his past, and it still wasn't altered. That meant that there was still a chance for time to correct itself. There was still a chance that this was all precisely what was meant to happen in the memories that he'd somehow lost. Well, it wasn't really a mystery why he had no memory of this. His memories were going to look like swiss cheese for a while at least...

Rose drew in a sharp breath as she fell out of the memory of his childhood and into the center of his consciousness again. He could feel her, could sense her confusion in his mind. It was time to make a decision. Either he would help her to find what he didn't want her to see or he would consider her safety, and he would stop her from burrowing herself any deeper into his mind. Amy was still looking, and maybe she would find what she was looking for. But if she didn't, it was only a matter of time before the paradox solidified.

He was dying. Fading out of existence.

It wasn't a question of whether or not Rose was equipped to help. She was certainly more equipped than Amy. Rose could follow not only the keepers' directions, but her own instinct. She could follow the emotions to where they were strongest. He didn't want to admit it, but she had a much better chance than Amy did of finding what she was looking for. Amy had only the help of the keepers. Charley, if his guess was right. Rose would follow her own instinct. She really _wanted _to find what she was looking for.

No, the question was not whether she could help. The question was whether or not Rose would survive, and what kind of paradox would be created if her attempt to save his life killed her in the end.

***X*X*X***

"You shouldn't do that."

Rose spun, startled by the voice and even more startled by the fact that she wasn't sure where it was coming from. "Modena?" But she knew that wasn't right. It had been a male voice. A familiar male voice. Swallowing hard, she scanned her surroundings again. "Doctor?"

"By becoming a part of my memories, you're altering pieces of me. And I really wish you'd stop."

She stood straighter, sure now that it was him. "I'm only trying to help."

"Becoming the imaginary friend of my childhood is not helping."

Struck, she shrank back a little. "Oh. Well... I'm sorry."

"What are you doing here, Rose?"

"I..." She scanned up and down the hallway, but saw nothing. "Like I said, I'm trying to help."

No answer came. Biting her lip, Rose took a tentative step forward. She wished she could see him, could know where he was. But for the moment, it was a relief just to hear his voice.

"Doctor, I want to help. I want to help you. Can you hear me?"

"I hear you."

She waited. After a long moment she could feel him sigh. Not hear, not see, but _feel _it.

"If I don't pull you out right now," the voice said solemnly, "you're going to die in there. Do you realize that?"

"Not if I save him first."

"Even if you do save him, Rose," he corrected harshly. "You're putting your entire consciousness, the essence of who you are, into a position where it could very easily be overwhelmed. Once it is, there will be no getting it back. Everything you are, your _self_, will be lost, taken over."

"Taken over," she repeated. "By the Doctor?"

"Are you sure you want to do this, Rose? Are you sure you're ready to die?"

Rose took a deep breath and put her shoulders back. "Yes," she said firmly, unflinching. "If that's what it takes to save the Doctor, then I'm ready to die."

Silence answered her. Rose swallowed hard, waiting for an answer. But suddenly, she felt very alone. She looked up and down the hallway, but there was no Doctor, and no keeper. "That woman," she started hesitantly, hoping that somehow, he might still be listening. "Modena, whoever she is. She said she was pointing me in the right direction. So what direction is that?"

Still nothing. Rose let out a frustrated growl.

"Doctor, _answer _me!"

"Follow the Lonely Child," the voice finally came back, little more than a tired whisper carried through the darkness.

"The Lonely Child," Rose repeated. "That's you, right? The Lonely Child of Gallifrey? How am I supposed to follow him... you... whatever!"

There was no answer.

"Doctor!"

But as the cold settled in, fog swirling around her feet as silence washed through the endless hallway, she knew for certain that she was alone again.


	14. Chapter Thirteen - Intimate Friendship

**CHAPTER THIRTEEN**

**Intimate Friendship**

Amy's feet hurt. She wasn't sure how that was supposed to work. They weren't really her feet; she was asleep in the Tardis right now. This was just her mind here. But her mind's feet were killing her, and everything around her looked exactly the way it had an hour, a day, a week ago. It was hard to tell how much time passed here, but she was sure she'd been walking forever.

"What are we even looking for?" she demanded, irritated. "We've been walking down this hall forever. Are we getting any closer?"

"Yes," Charley answered confidently. "These places are unfamiliar."

"And that's a good thing? Or does it just mean we're lost?"

"We're not lost."

Amy frowned, but remained quiet for a minute, letting her mind wander back over what she had seen so far. They had been in and out of a few rooms, but there was one in particular that was still at the front of her mind: The one that had brought them closest to what they were looking for.

"Why was the Doctor covered in blood?"

Charley's eyes saddened as the shadow passed over her face. But she looked away, not answering.

"Was that even the Doctor?"

"Yes."

"Are you sure? Because it didn't feel like him."

"I saw him change. I was there..."

"What do you mean you were there?" Amy eyed her warily. "I thought you didn't remember."

"I didn't. But I'm beginning to."

"How? I mean, you're not even real. Well, you know what I mean. You're just a filing program in the Doctor's mind. How can you have memories of your own?"

"I was real, once. He modeled this hypostasis after a woman who was very real."

"Who?" Amy's eyes never left her, staring at her as if she might suddenly transform into something else before her eyes. "Who are you? I mean... who _were _you? Really."

"You mean you haven't figured that out yet?"

Amy frowned. "No."

Charley studied her for a moment, then smiled faintly. "Come on, then. I'll show you."

*X*X*X*

"I thought you were sleeping."

Charley ran a hand through her dark, dyed hair and rubbed her bleary eyes as she paused at the entrance to the living room. "I was sleeping," she answered. "I had a nightmare."

The Doctor was lying on the sofa, relaxed with his feet up on the arm. It didn't matter that it was three o'clock in the morning. He never seemed to sleep. And in spite of that restlessness that consumed him more often than not, he seemed to be quite content to spend these nights in her living room, sitting quietly in the dark, with or without a cup of tea and a book.

He didn't get up as she came closer. "Do you want to talk about it?"

"No, I'm fine," she assured him, sitting down on the chair across from him.

He reached out a hand toward her, palm up. "Come here."

For several long seconds, she hesitated. Then, finally, she stood and took a slow step forward. He smiled knowingly as her fingers brushed his - that coy and smug smile that made it seem as if at that particular moment, he had the whole universe under his control. It was in his eyes, too, as he pulled her gently by the hand. He drew her down until finally, he locked their fingers together, pressed her hand to the back of the sofa, and leaned up, bringing his lips to hers. Her breath caught as he kissed her, slow and closed and gentle, then finally pulled back to smile up at her. His tone was even more teasing than usual - he always seemed to carry a bit of that smug tone - as he squeezed her hand gently and raised his other hand to her waist. "Closer."

She laughed tensely. "If I get any closer, I'll have to sit on top of you."

"Yes, that's rather the idea."

For just a moment, she wasn't sure how to respond. Then, hesitantly, she braced herself on the back of the sofa and perched on the edge. But he pulled on her hand, slowly but firmly, until she finally lost her balance and fell onto his chest with a laugh. "Doctor!"

"Lie with me," he smiled back at her.

"There's no room!"

"There's plenty. Lie on top of me."

"On top of you!"

"Yes."

She raised a brow, he mirrored her look, and for a moment the two of them just stared at each other before finally, slowly, she leaned down, bracing her weight on the sofa as much as she could. He noticed quickly. "Let your weight rest on me."

"I don't want to crush you."

He laughed heartily at that. "You're hardly going to crush me, Charley. Now, will you please just relax?"

She rolled her eyes. "Relax, he tells me."

"Yes, and I meant it, too."

Nose to nose, smile to smile, she felt his hand close around the wrist that was supporting her weight, and he pulled her hand gently out from under her, guiding it. "Lay your head on my chest," he instructed. "And put your hand..." The hand around her wrist guided it inside of the top few open buttons on his shirt until her fingers rested lightly against his chest. "There. See?"

She relaxed slowly, letting her weight gradually settle over top of him. As she relaxed, he slowly moved his hands from hers and embraced her loosely, fingers stroking softly at the small of her back. Without thinking, her fingers slowly fell into the same easy rhythm. She could hear his heartbeat under her ear, and pressed her palm flat to feel it on the other side.

"That's strange."

"What is?"

She giggled softly. "Your heartbeats. Just out of sync."

His fingertips tapped her spine in the rhythm of four she could hear and feel.

"You said you have two hearts. I mean, I know you do. But it's strange to feel them both beating at the same time."

"It's strange to feel your one," he answered softly, fingers slowly stroking again. "I don't know how you humans do it."

"We humans," she repeated quietly. She couldn't quite contain her smile. "There you go again with your Time Lord superiority complex."

"Well, I can't help it."

"Oh, can't you?"

"Hardwired into my genetic makeup, I'm afraid."

"And with a race named 'Time Lords', who would've guessed?"

He hugged her a bit tighter and she smiled as she nuzzled against him, slowly allowing her fingers to explore over his chest. As she did, she could feel his fingers moving gradually up along her spine, then back down, smoothing over her back. He breathed deep, his chest rising and falling beneath her, and she closed her eyes.

The silence that lingered was calm and relaxing - intimate, in a way, with his hands slowly moving over her. He avoided any particularly intimate places, nothing overtly sexual. But there was something so warm and soothing about his touch, it melted her. She breathed deep as she let her mind wander, fingers tracing lightly over his collarbone, over his shoulder. There was no particular direction to her thoughts, just quiet relaxation.

"Do you know something?"

His voice was soft and gentle, barely a break in the silence that had settled all around them. She didn't bother to exert any effort in her response. "Hmm?"

His hand moved to her head, the other continuing its slow stroking over her back as he slowly drew her hair aside, baring her neck to the cool air. His gentle touch followed, gently waking the sensitive nerves, sending a shiver down her spine.

"You really are beautiful."

She couldn't have kept the smile off her lips if she tried. "And you really are a romantic at heart."

"Mmm." It wasn't a disagreement. He tipped his head down, closer to her ear as he continued in a whisper. "Every inch of soft skin, every hidden, secret place..." He traced up her spine lightly, and her back arched almost involuntarily at the tickling sensation. "Every peak and valley."

She sighed softly. Definitely a romantic at heart. She wouldn't have guessed it - not at first. A penchant for danger and a bit of a restless streak, he hadn't struck her as the type. But the more she knew him, the more she recognized it. It was the way he saw the world - in vivid color and fluid poetry. He was a bit posh and plenty sophisticated when the situation called for it, but left to his own devices, he might have found himself most comfortable with the starving artists. Behind closed doors, there was a side of him that few people ever saw. And she loved him.

"Do you know something else?"

"Hmm?"

He turned his head until his lips were just brushing her ear as he whispered, "This is just about as close as my people come to making love."

"Seriously?"

"That's hard for you to believe?"

"Well, it's just so... simple."

He laughed softly. "Well, to be fair, there is a bit more to it. But not in the way you're thinking. Physical contact isn't the focus."

She paused for a moment, then looked up at him. "What is, then?"

He watched her calmly, eyes wandering over her face, fingers following as he traced her jaw, the ridge of her cheekbone, down to her lips. "Would you like to see?"

"Is that an invitation?"

"Yes."

She smiled as she nuzzled gently against his hand, then leaned own, brushing his lips with her own. He returned the kiss, sliding his hand back into her hair. "Relax," he whispered into her mouth.

"Oh, I'm very relaxed."

He smiled. "Relax your mind. As if you were trying to go to sleep."

"To sleep?" She laughed. "That's hardly -"

"Just trust me."

She took a deep breath, eyes closed, and focused on the darkness, well aware of the soft kisses he was leaving on her mouth and chin and jaw, and the hand he'd gently placed over her eyes. She giggled softly as he reached a particularly sensitive spot just beneath her ear.

"I'm not exactly going to be able to go to sleep when you're doing things like that."

"Like what?"

She giggled again, and squirmed as his tongue probed the sensitive spot. "Like that!"

"I haven't been doing anything to you for several minutes."

Startled, her eyes flew open instinctively and the illusion was gone. He was lying passively beneath her, arms under his head, smile on his face. Confused, she blinked a few times. "How did you do that? Is it like... mind control?"

"Hardly." He reached up and brushed her hair back from her face. "I merely opened the pathway between your mind and mine. Your brain tries to make sense of foreign sensation - the places I'm accessing - and relates it to something you've experienced."

She stared, dumbfounded.

"If you were Gallifreyan, your mind would've met me halfway and the experience would be mutually inclusive."

"I see." She paused for a moment to consider his words. "Is it something I can learn to do?"

"To some extent."

"I should like to try."

"It'll take time."

"Convenient. That seems to be the one thing we have a lot of."

He smiled, smoothing his hand over her shoulder and down her back, leaning up to kiss her again, slow and gentle. As she slowly withdrew, she took a moment to search him before she spoke softly, with a smile of her own. "I don't suppose you know how we make love on my home planet?"

He laughed outright at that. "Yes, Charley, as a matter of fact I know quite well."

"Oh?" Curious, she raised a brow. "How well?"

"Would you like to see?"

There was a smile on his lips, but his eyes were glinting in a way that somehow, out of nowhere, made her womb clench. She had to swallow hard before she was able to answer him, surprised by the squeak in her own voice. No matter how many times they did this, it was always so exciting.

"Is that an invitation?"

His smile grew. The look in his eyes darkened, almost predatory as he slid a hand back into her hair, tightened his grip just enough to make her gasp in surprise, and pulled her down into a much deeper kiss.

*X*X*X*

It took a trip into the Doctor's memories of a former lover to make Amy realize that she wasn't really as voyeuristic as she'd once been. Or maybe it was just because it was the Doctor, and that made it feel an awful lot like watching her brother. Either way, she was relieved when the scene faded to black before it got too involved, and left her standing in the hallway with Charley. For a moment, Charley didn't even seem to realize she'd returned. She was checking doors, listening through them, pausing, then walking to the next one. Amy studied her curiously for a moment before coming closer.

"So you were a... girlfriend?"

"Hmm?" Charley glanced at her.

"That memory," Amy said, gesturing over her shoulder in the general direction she'd come. "You and the Doctor. You were his girlfriend once."

"I was a bit more than that," Charley corrected, her tone as modest as she could make it. She was still walking slowly, checking each of the doors.

"His wife, then?" Amy was probably supposed to be surprised by that, but she wasn't. After all, it wouldn't be the only time in the Doctor's ridiculously long life that he got married. Although the thought of him marrying an ordinary human took a bit of imagination.

"Yes, Amy. Among other things."

"Other things?"

Finally, Charley turned her attention to Amy and gave her a pleasant smile. "I was also the mother of his children."

Amy's eyes widened.


	15. Chapter Fourteen - Secrets

**CHAPTER FOURTEEN**

**Secrets**

"Doctor." The Lady Modena hesitated in the open doorway, studying the man who stood on her front porch. "What a surprise. I didn't know you were coming."

Rose stood back as she watched the scene. She wasn't entirely sure why she was here - why she'd opened _this _door to _this _memory. Once the Doctor's voice had receded and she'd started walking again, it had simply felt like the right direction. Now, as she stood in front of a tiny house she somehow knew would be much larger on the inside, she was certain she had returned to Gallifrey.

The Doctor was little more than a boy - not old enough to have left Gallifrey even for the first time, she was sure. But he carried himself with the authority of a Time Lord, in spite of the fact that he was probably not even halfway through his Academy training. Feet firmly planted on the front steps, he stared down the familiar woman. Dressed in her robes but minus the oversized collar, she still looked no more relaxed than she had when Rose had seen her in the hallway.

"Tell me what I want to know," the Doctor demanded. Back straight and head high, he stood before her with ice cold eyes and his jaw screwed tight, waiting for an answer.

But the answer didn't come. "I'm afraid I don't know what you mean."

"Yes, you do."

There was no question in his tone. And Modena apparently thought better of denying it a second time. With a nod, she took a step back, opening the door wider. "Won't you come in?"

The Doctor hesitated. Then, reluctantly, he finally stepped forward, into the house. By the time he'd closed the door and crossed to the dining room table, she was sitting, hands folded, as if she'd been waiting patiently for quite some time. Perfectly mannered, she gestured for him to sit across from her, and he hesitated again before complying.

"I want to know what I am," he said firmly.

She drew in a breath, and nodded patiently as she let it out. "You are the last of the womb-born children. You have always known that."

"Yes, I didn't step off a loom like everyone else," he snapped. "I wasn't chemically engineered and created in a machine. But that's not what I'm asking."

"What, then, are you asking?"

"I was either an accident, or an experiment. Which was it?"

Her brows raised. "An experiment? My dear Doctor, who _have _you been talking to?"

"An accident, then." He didn't get distracted, never looked away from her. "How?"

"I'm sorry?"

"How did it happen, Modena?"

She hesitated a long moment, then looked away. "Much the same way any other womb-born child was conceived, I suspect."

"Except there _are _no other womb born children and there haven't been for millions of years. Not since the days of Rassilon."

"That's not entirely -"

"Don't lie to me!"

His burst of anger was quickly contained, eyes closed and head lowered as he took a deep breath. But his raised voice seemed to have no effect on her. She merely looked up at him again, across the table, expressionless.

"Rassilon created the looms because our people were cursed. Because our people were sterile. All of us, except you. And my father, whoever he is."

"You knew your father throughout your childhood."

"I knew a man you called my father. Was he?"

"Of course."

"I don't believe you."

For a moment, she was silent. She was debating whether or not she wanted to maintain her story. Clearly, he didn't believe her. Clearly, it was a lie. Finally, she looked up at him, eyes pained. "Doctor, what do you want from me?"

"I want the truth."

"And what does that mean?"

"I want to know what happened. What I am."

"You know that better than anyone but the Visionary."

The Doctor took those words on the chin and leaned forward. "Modena, we are Time Lords. Created and fashioned and strung out on a family loom with a biologically programmed awareness of history and identity and language and culture. But in five million years, we've all but lost our original language. It was filtered out."

"Yes?"

"So how was I born with it embedded in my race memory?"

She looked away. She was getting flustered, but trying hard not to let it show. "You weren't born knowing it. You learned it."

"Who taught me?"

"You taught yourself."

"The greatest minds in the Academy, the men I'm studying under, cannot revive that language. They revere it like some sort of holy grail that only the Visionary may look upon."

"What are you saying, Doctor?"

"Over the years, evolution took its toll and changed us into beings with few emotions and no desires of our own. Each generation is like the one before. Disused habits are put aside and bred out of us."

"What of it?"

"What _am _I?" he demanded. "Because I have those disused habits. I feel those emotions. I _burn _with those desires. Where did I get them?"

"You are a child of the Renegade Generation."

"I'm not from the looms! It's a fine excuse to give the general populace, but it's a little hard for me to accept when I know that any defect in the breeding systems didn't affect me!"

"The exact nature of the anomaly is -"

He hit the table with both fists, hard enough to make it shake, and Modena jumped as he rose to his feet, toppling the chair behind him. "Who did you fuck to make me!"

Startled, she stared at him for a moment, but quickly settled back into her still and calm posture. He glared at her, anger seething.

"And why?" he continued through his teeth.

She didn't answer immediately. She waited for him to sit back down, and when he didn't, she drew in a breath and put her shoulders back again. "I will not speak to you while you are looming over me like an animal regarding its prey."

His jaw tightened, her impeccable calm angering him further. But he contained it. He took a moment to calm himself, then slowly picked up the chair again, and sat down.

"The man I called father was born on the looms," he finally continued, as calmly as he could manage. "Just like you. I didn't inherit these 'anomalies', as you call them, from either one of you."

"Which means only that you cannot blame your behaviors on your genetic code."

"You don't understand, Modena." He leaned forward. "I am different from _every _Time Lord on the face of this planet. All of these years, I've known that I was different, but I never realized the extent."

"What do you mean?"

"I _feel_. I feel in a way that no one else does. I love and I hate and I _learn_. All of my professors - they don't understand how I can learn the way that I do. How I assimilate knowledge instead of having to learn through reinforcement. And I tell them it's a technique I formed, and I tell myself it's because I did it as a child, learning to read, learning to understand. Because I had to be born, in a blind panic, not knowing who I am, and to spend the first seven years of my life in complete seclusion, doing nothing but learning to think and use my mind to keep myself occupied. But it's _more _than that. Because I didn't have to form a technique. I already knew."

He leaned forward again, pleadingly.

"I can do and think and feel things that the most brilliant minds on Gallifrey have forgotten, millions of years ago. How? How do I know these things? Where did I _get _these traits?"

She stared across the table at him, placidly. "I'm not certain what it is you want me to say."

"I just want to know who I am."

She reached out a hand and placed it over his, the stern expression softening just a moment into a look of unending sympathy. For just a moment, she wasn't a Time Lord. She was a mother, agonizing over the pain of her child. "You are my son," she whispered. "That is all that matters."

"And my father?" he asked.

She withdrew her hand and looked away, her cold mask rising over her expression again. His eyes never left him as he tried again, "Was he even Gallifreyan?"

She drew back, both offended and disgusted by the question. "Why would you ask me such a thing?"

"Because _one _accident in a sterile race is unlikely but the odds of there being _two_ Time Lords spared by that curse is substantially less."

She glared at him. "Your fascination with Earth and its humans is an embarrassment to our house. I'm sure you should like to be one of them, but I'm afraid you're not."

"Then who?"

"It doesn't matter."

"It matters to me!"

She looked away. He clenched his hands tighter again as his frustration build. Why couldn't she understand this?

"Do you have any idea what it's like to have lived your whole life with this secret? To know that even among your own people, you're a freak of nature! You wonder why I'm so fascinated with the humans. Maybe it's because I'm more like them than I am like you. They have to struggle with their identity - as individuals and as a people. How could I _not _love them?"

"You insult only yourself with such remarks."

"The greater insult would be to go on pretending that I'm just like you."

She looked at him with cold, steely eyes. "You cannot change what you are, Doctor. Only how you see yourself. And when you are summoned to do your duty to your people, it will be either as a dog called to heel or a prince returning to his father's kingdom. But make no mistake, Doctor. You will come. And then we shall see how much like me you truly are."

His eyes narrowed. "What is that supposed to mean?"

"Do you think it was easy, raising you?" she demanded, anger filtering into her words. "Never mind keeping you a secret, I had to figure out how to... how to feed an infant! What to dress you in, how to clean you! How to teach you to speak and to read and in what language! I didn't know. I didn't know _anything_! All I knew was that every time I looked upon you, I saw everything that I hated."

He blinked, caught off guard, but quickly straightened his posture, defenses rising into place.

"Yes, I hated you," she repeated furiously. "Because I knew from the moment you were born - in blood and pain and suffering, disgusting filth - that you would grow to be the most brilliant man on Gallifrey since Rassilon himself. But you would waste yourself on the hideous fantasies that for years were the scourge and shame of our own race."

"What are you talking about?" the Doctor demanded, angry and confused.

"You did not get your desires from me," she finally snapped. "And the man from whom you inherited them should have burned in the fires of the sun. He should have felt one moment of the agony he caused me, and I would have laughed with glee at his shame."

"You didn't consent," the Doctor suddenly realized, the anger seeping out of his voice.

"Of course I didn't consent! What do you think I am, an animal?"

He stared at her for a long moment, the realization slowly seeping in. His eyes lowered slowly to the table. "I'm sorry," he finally managed.

Modena stood slowly, and headed for the hallway, but she paused beside the Doctor for one last, angry word. "If you ever find him - _when _you find him - make certain you tell him that should our paths ever cross again, I would gladly go screaming into the void just to make sure that I take him with me. And should you decide that you want to be like him, then so help me, I'll take you to. Now get out of my house."

Without another word, the woman continued on her way quietly. Behind him, the Doctor heard a door close somewhere down the hallway. Then, silence.

*X*X*X*

The woman in the hallway was the same woman from the vision; Rose was sure of it. She looked different. Just as Romana had undergone a change, just as the Master had, Modena had transformed into a woman much younger. In fact, she was little more than a girl, with black hair and bright green eyes. But even as a child, she still held herself with striking dignity.

"You're his mother," Rose said quietly, watching her reaction closely. "The Doctor's mother."

Modena nodded patiently. "Yes."

Rose swallowed, still shaken by what she had just witnessed. "I..." She didn't know what to say. She took a moment, closed her eyes, and took a deep breath, then tried again. "Did he ever find him?"

The girl didn't flinch, didn't answer. Rose swallowed hard again.

"I don't mean to be insensitive, but... The Doctor said to follow the Lonely Child. And then this door... I think he wanted me to know. But I..."

Still, the woman said nothing. Suddenly, a low growl from somewhere deep in the darkness of the hallway caused Rose to spin around. "What...? What is that?"

"The Quiescenary, I expect," Modena answered calmly.

Rose looked back at her with wide eyes. "It sounds really close."

"It is more interested in feeding than it is in finding us. But it will come, in the end. It can smell you."

"But... what would it want with me?"

"If it feels you're a threat to its current environment, it may want to kill you."

"Can it do that?"

"Yes, I expect so."

"Oh."

Rose looked again into the darkness of the hallway, then back at the door she had just come from. She could still feel the hurt and anger and confusion seeping out into the hallway. But the young Modena, as if she noticed nothing out of the ordinary, suddenly turned and headed further away, in the direction opposite the still-growling Quiescenary.

"Come along. We'd best not linger."

Hesitating on her first step and glancing once again over her shoulder, Rose followed behind her slowly.


	16. Chapter Fifteen - Seeking Answers

**CHAPTER FIFTEEN**

**Seeking Answers**

The Doctor was silent, standing in the doorway and staring into the darkened room. There was a basinet against the far wall. That was where his eyes were fixed. Charley had seen him when she'd passed on her way to the kitchen, and again on her way back to the bedroom. But she wasn't sure if he'd seen her either time.

"Doctor?"

He jumped, startled by the sound of her voice, and managed a tight smile as he looked at her. "Hello, Charley. I thought you were asleep."

"I was." She moved behind him, wrapping her arms around his waist and resting her cheek between his shoulder blades. "I woke up and you weren't there."

"Hmm."

"Everything alright?"

"I'm not very tired."

"You never are."

He didn't answer. Charley remained silent for a moment more, then sighed as she pulled away, stepping around him. "I should feed her since I'm up," she said, walking towards the tiny cot. "She'll need to eat in the next half hour or so anyway."

The Doctor didn't answer. He just stood very still, and watched. Against the far wall, Amy watched him, then glanced at the blonde Charley who was beside her. "He looks so... nervous."

"We've gone back too far now," Charley whispered back.

"What?"

"We were closer before." She frowned deeply. "But I don't understand. There's nothing between this section and that one."

"With the blood in the bathroom, you mean?" Amy looked back at the dark-haired Charley as she settled with the infant in a rocking chair. "If it's all the same to you, this is far more interesting."

"Doctor, what's wrong?"

He hesitated a long moment, then finally moved away from the door, stepping closer. He settled in the chair across from her, never taking his eyes off of the child. "My mother said something once," he whispered. "When I was born, she didn't even know how to feed me. She had to do it completely alone..."

"Not completely," Charley corrected. "You had a father. You've talked about him."

The Doctor looked away. "He wasn't really my father."

"You didn't inherit his genetic code. That doesn't mean he wasn't your father."

He glanced up again, and locked gazes with Charley for a long moment. She gave him a soft smile.

"Julia doesn't have your genetic code, either."

He smiled. "Julia is very different."

"Wait," Amy interrupted the scene, glancing at the woman beside her. "So that baby's not really his?"

"The baby is India," Charley clarified. "The child they're talking about is asleep in the next room."

"Oh." Amy frowned. "So he... adopted her, then?"

Charley sighed deeply, and the room darkened, fading into black. "I don't understand how we ended up here," she said as they rematerialized in the hallway. "We should've been heading in the right direction. Instead, we're going backwards."

"Alright. So let's go back the other way."

"It's not that simple, Amy." Her brow was creased with worry as she looked up. "There is no 'other way'. We're right back where we started."

*X*X*X*

"Modena?"

"Yes, Rose?"

Rose hesitated a moment before she continued. She'd had several minutes now to think, to reflect on what she had seen and consider what questions to ask. It was a delicate subject, and she was still very much aware of the emotion behind the admission that the Doctor's conception had not been consensual. It helped that the girl walking beside her didn't look like the woman in the memory, but Rose still knew that they were one and the same.

"In that memory, you never answered the Doctor's question."

"What question?"

"Well, he asked you who he was. Who his father was."

The girl smiled sadly. "There are some things that one is better off not knowing."

"But he has a right to know, doesn't he?"

The girl studied her calmly, unmoved. Then, turning slightly, she began a slow walk down the hallway again. Rose hesitated a moment, hanging behind, then slowly followed.

"Did you ever tell him?" she asked. "Do you even know?"

Modena raised a brow. "That seems a strange question."

Rose shifted uneasily. She still wasn't sure how to interrogate a virtual stranger about such an intimate topic. "It's just... well if you're actually a part of him, a part of his mind, and he knows _now_, regardless of how he found out and when..." She looked up hopefully. "I don't suppose you'd just tell me?"

Modena gave her a strange look. "To what end? What could you possibly hope to achieve?"

"Well, it's like I said. The Doctor told me to follow the Lonely Child. He led me to that room, to that time, and he told me what to look for."

"And you think that by knowing the answer to the questions he asked, you could save his life now?"

"Well, no." Rose frowned. "But if he told me what to look for, he must have expected me to look. I know that _he _would have looked."

"Do you think so?"

"I know so. He would've looked and kept looking until he found out." She paused again. "Maybe that's the point. Maybe it's not the answer to the question that's important, it's the journey he took to get there. So take me to those memories."

"Again, for what purpose?"

"Don't you see?" Rose asked. "He wanted me to find the Lonely Child. That's precisely what _he _was looking for! He wants me to follow his quest."

Modena stared at her for a moment, as if deliberating. Then, finally, she nodded. "An interesting assessment. Perfectly logical, entirely plausible, and it furthermore exhibits an understanding of the Doctor to the extent that you are able to form an opinion as to his likely future actions."

Rose frowned. Had she just been insulted again? The not-quite-condescending tone was hard to read. And anyway, it didn't answer the question. "So will you take me?"

"Unfortunately, although logical, your assessment is incorrect."

Rose blinked in surprise. "What?"

"There was no quest. There are no memories of his search to show you."

Rose shook her head. "No, that can't be right. I know the Doctor. He'd never just let a question like that go unanswered."

"Well, at the time, he didn't have much of a choice. You must remember, the memory you just witnessed was decades before the Doctor would find the opportunity to leave Gallifrey. By the time he did, there were far more important things to consider than the nature of his birth."

"I'd think it was pretty important, no matter how old he was."

"Then perhaps you do not know him as well as you might think." She paused briefly, then shifted the conversation before Rose could protest. "Might I inquire as to how much you know of the history of Gallifrey?"

Rose frowned, not sure what to think of the new direction Modena was taking. The Doctor's words were echoing in her mind, and she knew she was onto something with the Doctor's origins.

"You expressed some familiarity with the looms," Modena continued. "What else do you know?"

"Not much. He doesn't talk about it. I think it's too painful."

The woman nodded slowly. "Yes, I suppose it would be."

"What does it have to do with the here and now? What does it have to do with the Lonely Child?"

"If you are to understand the Lonely Child, you must first understand the world from which he came."

"I don't need to understand him," Rose corrected. "I need to _find _him."

Modena eyed her carefully, and finally nodded. "I believe in this case, Rose Tyler, the two are inextricably linked."

Rose took a deep breath, and let it out slow. "Alright. Fine. So tell me about the Time Lords."

"What do you know of Lord Rassilon?"

"Just that he created the Time Lords."

Modena chuckled. "Created the Time Lords. Why, yes, I suppose he did that. Though he was not solely responsible."

Modena paused at one of the doors and gestured for Rose to open it. Reluctantly, Rose complied. This time, instead of ushering Rose inside alone, Modena led the way. "Twenty-three years before the solidification of the Web of Time, a man by the name of Omega began his work on the stellar manipulator that would ultimately be used to create the temporal superhighway known as the Time Vortex. And in that same year, Rassilon was elected to the position of Lord High President - ruler of Gallifrey. As Omega created the science necessary to enable the Time Lords to travel, so Rassilon developed the political and social reforms to go along with this new power and authority."

Rose sighed as she followed the woman into the room with a lame, "Fascinating." The room was again Gallifrey. But this time, it was indoors - orange light filtering through the windows as two men stood in front of a large, grey metal box.

"Technicians - including Omega - began designing the first Vortex based proto-time travel capsules - known as the Type Zero. They were the first to use the Vortex for travel instead of Muon based Interstitial Motive Bridges. As pure forced-matter calculation, they were composed of the equations of pure movement, making them the essence of transport."

"Hmm."

"During the experimentation stage, both Rassilon and Omega travelled somewhat extensively."

"Modena?"

The woman turned to look at her curiously. "Yes?"

"Am I really supposed to understand any of this?"

"Of course not. You're merely a human. You're incapable of understanding such things. That's why I'm trying to make it very simple for you."

Rose wasn't sure whether to be more insulted by the fact that she was "merely" a human, or by the implication that she could not even comprehend the simplest of explanations. "Well, you're not doing a very good job of explaining it. And anyways, what does it matter? Why are you showing me all of this?"

The sudden roar - like an angry dragon awoken from its sleep - was deafening. Rose put her hands up to shield her ears reflexively, and ducked. She wasn't entirely sure what good ducking was supposed to do, but it was instinctive to get down, to hide. Eyes wide, she looked around her, up and down the hallway, and suddenly realized that she was alone. Where Modena had stood a moment before, there was only a shadow.

"Modena?" she called, hoping against hope for an answer. But the answer she got wasn't the one she'd wanted. Another roar, this one even louder than the first. She grit her teeth as hard as she could, doubling over with her hands clasped over her ears. She could swear they were bleeding.

"Doctor!"

Suddenly, everything around her was black and empty and freezing cold. Silence washed over her and for just a moment, she wondered if the noise had been loud enough to make her lose her hearing. But then, footsteps, heavy and slow. The roaring beast - it had to be the Quiescenary - snarled as it huffed its way closer to her, and she felt the ground shake beneath her feet.

"Run, Rose." The Doctor's calm voice seemed to come from nowhere and everywhere, all at once.

She didn't argue. She didn't try to tell him that there was nowhere to run, that she couldn't even see her hand in front of her face, that she wasn't sure which direction the snarling creature was coming from. She didn't think about the possibility that she was running right towards it. She simply put out her arms in the pitch blackness ahead of her, and she ran.

"Doctor, help me," she gasped as she heard the creature behind her. It was running, too. It was following her. And every slap of her sneakers on the floor was followed by three of its thunderous steps. She could hear it snarling, and for a moment, it reminded her of the werewolf of 19th century Scotland.

"Doctor!"

"There's a door ahead of you."

She hit the door full force, falling against it on her hands. It opened at her touch and she spilled into a small grey room. Scrambling to her feet, she turned and slammed the door closed behind her. Shaking with adrenaline, her heart thudding so hard in her chest she was afraid her ribs might give way, she tried to catch her breath, and to stop her mind from racing. Would the door hold the creature back? Where was she? How was she going to get out of here?

The grey light in the room softened. First yellow, then pink. Slowly, she turned and looked around at the circles in the walls, the high ceiling overhead. "I've been here before," she realized, still trying to regulate her breathing. "The zero room. That's what they called it. The zero room of the Tardis."

Still shaking slightly, she stepped forward, into the center of the room, and looked up at the softly glowing light above her. "Doctor! Doctor, can you hear me? Are you here?"

Suddenly, there was a loud crash against the door she'd come through. She jumped, startled, and spun to face it. She could feel the adrenaline flow start again as she backed away slowly. "It can't come in here, right? Tell me it can't come in here."

"Behind you."

Rose spun at the sound of the Doctor's voice again - calm and collected as ever. There was a smaller, narrower door against the far wall. That hadn't been there a moment ago; she was sure of it. The deafening clang from behind her made her jump a foot in the air. The screeching of metal scraping metal was followed by another loud thud, and the door behind her dented and nearly caved in as the creature outside in the hallway gave a loud, animal scream.

"Keep going, Rose," the Doctor's voice ordered. "I can't hold that door for long."

"Where am I going?" she cried, looking at the only place to run. "It's just another door; can't he just come through that one, too?"

"Yes. So just keep moving, Rose. You have to keep moving."

Gathering her wits about her, ignoring the insistent banging on the door behind, she bolted for the far wall and threw open the door.


	17. Chapter Sixteen - Opportunity

**CHAPTER SIXTEEN**

**Opportunity**

"I would ask what you're doing here..."

The Doctor spun at the unexpected intrusion, and almost immediately locked eyes with the man who had entered the archive room.

"But I have a feeling that I really don't want to know."

"Lord Marstis," the Doctor greeted with a fake smile. "I didn't expect to see you here."

"You should have done," the older man said. "I have been the Matrix Coordinator now for almost three decades."

The two of them were as different as any two men could be. The Doctor was tall and relatively thin, with tight blonde curls and a somber expression that hardly seemed to match his multicolored coat. Marstis, on the other hand, was short and heavyset, mostly bald and cheery-looking in spite of his plain black robes.

"Congratulations," the Doctor said. "I... wasn't informed."

"That's not surprising. You haven't been around much lately."

"Busy," the Doctor answered. Whether he felt no need to justify himself or he simply knew that Marstis didn't really care, Rose wasn't sure. She was too involved in familiarizing herself with her surroundings.

The room she'd stepped into was enormous, and eerily silent. There were aisles, row after row of what looked like computer servers of some kind, but they were far more sophisticated than anything she had ever seen, glowing softly as if the casing itself was made of some sort of radioactive material.

"You should have that seen to," Marstis said, gesturing to a tear in the Doctor's coat that was red with blood around the edges.

"No, I'm fine," the Doctor answered confidently. "Besides, the medics have far more important things to tend to at the moment."

"Madame President Romana, you mean."

Rose's eyes widened slightly. Romana?

"Yes," the Doctor replied thoughtfully. "You know, I didn't even hear that she'd been elected. Much less that she'd been taken prisoner by the Daleks." His eyes narrowed slightly. "You could have called me."

"Called you?" Marstis laughed. "Lord Doctor, the High Council would sooner drink poison than to call you to intervene in political affairs. Especially after the last time..."

"An abduction isn't what I'd call a political affair. Not any more than this invasion was, and you sure knew how to take advantage of my help against the Daleks with that."

"Accepting the assistance at hand is very different from seeking it out."

"Even when it's _my _assistance?" the Doctor mocked.

"Oh yes. At the very least, the CIA has done for... oh, several lifetimes at least."

"Don't remind me."

A tense moment passed between them. Marstis was the one to break the silence, with a deep and heartfelt sigh.

"Doctor, from the very first time I met you at the Academy, I have known you were destined for great things. Whatever your politics, whatever the policies, I take no personal offense with you, and bear no grudge. As far as I'm concerned, you and your human companion were heroes today. And if there's something you need from the Matrix, you need only to ask."

"I thought you didn't want to know."

At that, Marstis flinched. "Don't I?" He hesitated. "You tell me."

"I think in this case, plausible deniability will work to your advantage."

"I am the coordinator of the Matrix and a member of the High Council. I have no plausible deniability to speak of."

"The Daleks just invaded Gallifrey, Marstis," the Doctor reminded him. "They may be gone now, but the entire Citadel is in chaos. Go check on your family. Help the rebuilding efforts. No one will question you about your presence in the Matrix over the next few days."

"Might they question me about yours?"

"I don't think so. For all they know, or care, I've already left."

Marstis hesitated, shifting anxiously back and forth. Then, finally, he nodded and gave a tight smile. "In that case, Doctor... I think I'll leave you to it."

The Doctor smiled, and nodded in return. "Thank you."

As the older man left the room, the Doctor turned his attention back to the terminal in front of him. Rose watched him curiously. She couldn't even fathom a guess as to what he was doing. But as she came closer, the rumbling sound of the creature she'd almost forgotten about made her take a step back again, spinning to look around her.

"Keep moving, Rose," the Doctor's voice whispered in the stillness that settled again over the room. "You have to keep moving."

"Move _where_?" she whispered back. "I don't see any -"

She cut off mid sentence as she saw it - the door on the far side of the room, misshapen from the others. It was narrow and white and glowing softly, like the door in the zero room had been. Casting one more quick glance at the Doctor working intently at the computer, she hurried to the door.

*X*X*X*

"Charley, what's wrong?"

Amy would've known something was wrong even if she hadn't been able to see it written all over the woman's face. She could feel it in the way the hairs on the back of her neck stood up. They had been walking now for what felt like miles, and Amy had long ago begun carrying her shoes. She was suddenly glad for that. The feeling she had now was the one she usually got right before the Doctor advised her that running would be the best option.

"We're close," Charley whispered fearfully. "I can feel it."

"Well, that's good, right?"

"No." Charley shook her head as she took a step back. "No, I don't want to be here."

Amy dropped her shoes and turned to put her hands on Charley's shoulders. "I need you to be here," she said as reassuringly as she could. "I need your help."

"I can't." Charley was still shaking her head. "No, I can't."

"Yes, you can." Amy struggled to find words, anything to reassure this woman she barely even know of the Doctor's faith in her. "Look, he wouldn't have asked you to do it if you couldn't. You're... You're strong, and you're brave. And you... you would die for him too, remember? You asked me if I would. I know you would."

"You don't understand, Amy," Charley whispered, her breath shaking. "Of course I would die for him. I _did_. Several times over... But I can't do it again. I can't see it again. I can't."

"Do you know where it is?"

"Where what is?"

"The memory. The one you're afraid of. I'll go alone."

"No, you can't!"

Amy stood up straight, her anger flaring for just an instant as she looked the other woman in the eye. "I am _not _going to let him die!"

Silence settled over them again. Charley closed her eyes and drew in a deep breath. Under her breath, Amy could hear her whispering, "I'm scared, Doctor. I'm so scared."

Amy didn't know what to say, or even what to think. Charley wasn't even real. How could she be afraid? And what was she afraid of? Amy looked over her shoulder at the dimly lit hallway that stretched into the distance. Could she go on alone? She didn't even know what she was looking for. And the Doctor had warned them not to split up.

Suddenly, Charley's rough breathing fell silent. Amy looked back at her with concern as her eyes glazed over and she stared at a spot somewhere over Amy's shoulder. She looked very pale, almost ghostly white as she blinked slowly and said in a complete monotone, "It's too late."

"What do you mean, too late?" Amy demanded. "Too late for what?"

But Charley didn't answer. Instead, she closed her eyes slowly, and dissolved out of existence right before Amy's eyes.

"Wait! What! Charley!" Amy turned and yelled into the darkness. "Get back here! Right now!"

But there was no answer except a low growl of something that sounded very large and very dangerous. And much closer than Amy would have liked it to be.

"Great," she said tensely, looking around her for some sort of clue as to what she was supposed to do next now that she was suddenly and unexpectedly alone. "Now what?"

*X*X*X*

"Do you know what this is?"

"I believe it is the data core of a Tardis."

Rose could hear the voices before she knew where she was. The Doctor - the one with the multicolored coat and the curly hair - and Modena.

"Do you recognize the type?"

"Recognize a Tardis data core?" She laughed. "I'm hardly an expert in such things. I have little interest in leaving Gallifrey."

"But you did once."

The darkness cleared to reveal the inside of Modena's home again. This time, a much older and wiser Doctor was sitting across from his mother, with a component of a Tardis on the table between them.

"You never told me that you attended the Academy, but you did."

"What is this about?" Modena asked simply.

The Doctor took a breath. "This is the data core of a Type 30a Tardis. Specifically, it's the one you took off world when you were in the Academy. During your mid-level flight test."

Suddenly, Modena's eyes grew cold. She set her jaw tightly and stared him down, saying nothing.

"How old are you, Modena?" he continued quietly. "I never thought to ask. But you're not much older than me, are you? Your husband was. The man I called father. But not you."

She swallowed noticeably, hands tightening over each other in anger. "What do you want?"

"I'm going to read the data that contains," he said, nodding to the component on the table. "I'd like to give you the opportunity to tell me what's on it before I plug it into the Matrix."

She stood suddenly, leaning over the table, her eyes blazing. "Don't you _dare_!"

Impassive, he watched her as she loomed over him for a moment, then stood up straight and turned away.

"How did you even find that damned thing?" she demanded. "I had it destroyed."

"You did." He leaned back, folding his hands in front of him. "I had to break a few rules to get it."

"Break a few rules? You went back on Gallifreyan time to sabotage a Tardis?"

"No, sabotage was what you attempted when you blew it up," he corrected. "I merely borrowed a component piece of it a few moments before the explosion."

Caught off guard, he watched as she considered a lie, then thought better of it. "Why?" she finally demanded. "Why break the laws of time just to salvage a data core?"

"Well, because it was the only thing that made sense, really." He shrugged. "I spent some time looking through the Matrix recently. With all of the chaos the Daleks caused, it was the perfect opportunity to do some anonymous browsing. I counted eight years back from my induction ceremony, assumed roughly a year of gestation, and found that you were involved in an accident that ended your studies in the Academy. A faulty Type 30a Tardis that dropped out of existence for a few moments while in the middle of a final exam."

She was pouring a drink now, something amber-colored from a glass bottle in the cabinet.

"They found you three days later on the planet Horo'om, amidst a smoldering Tardis with no flight record and you, not surprisingly, with amnesia."

"Why are you doing this?" she demanded, not looking at him.

"They brought you in front of the Inquisitor. But without a recoverable data core, there was no way to determine what had happened. The Valeyard petitioned to retrieve the data core before the explosion, but was overruled. Going back on Gallifreyan time is a crime in and of itself, and if they could bend the rules to retrieve the data core, why couldn't they _break _them to save the other students?"

Modena took a long drink, her back still turned to the Doctor. Then she poured another.

"In the end, there was no one to really put up a fuss. The families agreed that it was an unfortunate accident and frankly, with the looms in a state of disrepair, producing renegade offspring, this sort of thing was to be expected. Whether or not the Tardis itself had developed a fault, the operators surely had."

She turned and looked at him with fury in her eyes.

"Yes, you're part of the renegade generation, too," the Doctor continued. "The looms had just started producing defective offspring when you were created."

"I didn't kill those students," she said firmly.

"I didn't say you did. Prosecuting you was the Valeyard's job, not mine."

"Then why are you doing this?"

The Doctor studied her for a moment, then sat forward. "When I came to you as a child and asked you who my father was, you wouldn't tell me. And I never looked. Under the circumstances, I respected your privacy. But when I saw this in the Matrix..."

"You mean you didn't go looking for it? You expect me to believe that you just happened upon it?"

"Actually, I did. I went looking for information about me, not you."

"Why?"

"So that I could delete it."

"From the Matrix? You deleted information from the Matrix itself?"

"Yes."

She gaped at him. "Surely you realize what a serious crime that is!"

"Yes." He didn't flinch. "And surely you realize what a crime it is to destroy a Tardis to prevent its recording from ever entering the Matrix. So I'll ask you one more time." He leaned forward and picked up the small, oddly shaped device. "What am I going to find when I access this data core?"


	18. Chapter Seventeen - The Father's Son

**CHAPTER SEVENTEEN**

**The Father's Son**

"It was a crew of four, and our instructor," Modena said quietly, staring down at the glass in her hands as she swirled the drink inside. Whatever it was, it seemed to be having the desired effect on her. Sitting again at the table with the bottle beside her, she sounded numb and distant. There was a glass in front of the Doctor, too, but it was empty. He'd refused the offer. She'd told him he would need it by the time she was through.

"I had never been of much use in a Tardis. I did well in the Academy because it was what was expected of me, and because it was a necessary means to an end. But my interest was in politics, not travel. I barely passed the written portion of the test, and I didn't study for the lab. I don't think I rehearsed a single simulation besides the ones that were forced upon me during class sessions..."

She paused for a moment, took another drink, and set her glass carefully on the table, never taking her eyes off of it. The Doctor watched her silently, his face expressionless, as she took a deep breath, gathered her thoughts, and continued.

"Dematerialization was smooth, as was entering the vortex. But then we hit... something. A time storm perhaps. But it was unlike any I'd ever prepared for. I froze. Platrix did, too. And then we were falling. Our coordinates were scrambled, our engines were failing... It was as if a gap had opened up in the Vortex and we just fell into it."

"Sounds like that's exactly what happened," the Doctor said coolly. "Where did you end up?"

She swallowed. "When we landed, we didn't know where we were. The navigation system was badly damaged. We couldn't find Gallifrey. We couldn't contact our anchor. We were completely alone with a Tardis that couldn't dematerialize, much less find its way back to the Vortex. I still don't know where we were. I just remember the sky being so dark. Not a single star..."

She trailed off, her eyes fading out of focus as she became lost in the memory. The Doctor gave her a moment before he pressed again. "Did you leave the Tardis?"

"Yes. We had no choice. We had no food, no water. It was a Type 30a, designed for a quick jump there and back. Its spatial reconfiguration circuits had all been disabled and deadlocked to prevent the students from playing tricks on their professors. We had a console room... and that was it."

"Spare parts?"

She shook her head. "Why would we need them? It was just supposed to be an exam. And we wouldn't have known how to repair it anyways."

"Your instructor would've done."

She swallowed hard, took another drink, and refilled her glass. "He was the first to die. Some sort of sickness. Fever, vomiting, incoherence... He should have regenerated, but he didn't. And then we were alone - the four of us."

"How long did it take him to die?"

"A few days. Maybe a week. After him was Coria, then Platrix."

"Did you feel sick?"

"No. But if I had done, I wouldn't have lived long." Another deep breath, and she sat back slightly. "When it was just Rystarcna and I left, we decided to gather what food and water we could and stay inside the Tardis. We thought it would be safer. Rystarcna was more adept than I with the Tardis systems. We managed to boost the distress signal that we had been sending out. And he also wired in a self-destruct. We were concerned about leaving our bodies and leaving the Tardis in an unknown time and place. He said if anything should happen to us, it could be used to destroy the Tardis and our bodies. He died three days later."

She poured another drink, sipped it, and closed her eyes, leaning forward on the table to massage her forehead. The Doctor gave her a moment to think, to regroup. She continued before he asked for more.

"And then a man came. I was asleep, on the floor of the console room when he... simply knocked on the door. I thought I might be hallucinating. The others did, before they died. But when I opened the door, he was real. He was really there. He said they'd picked up the distress signal, that he hadn't expected to see anyone out here, so far from anywhere."

"They?"

"There was another man with him. They were both young, and healthy. They said they'd visited the planet before, when they were studying its sun. The virus - the one that was killing us - it was in the water. That meant that I was infected, too. But since they'd been there before, they had a treatment. They gave it to me. I never got sick."

"Where were they from?"

She hesitated a long moment, then she looked up again, and locked gazes with him. "They were Gallifreyan."

The Doctor's eyes narrowed, but he didn't speak. She took another drink, and looked away again. "I knew something was wrong when they saw the interior of the Tardis. They were fascinated by the technology. And the more they talked - to each other, to me - the more I realized that their dialect was different. They spoke Gallifreyan, but they used words and phrases I'd never heard before. I thought they might be lying, that they weren't from Gallifrey at all..."

"You couldn't tell when you were close to them?"

"It was the strangest thing. I could, but... it was like I didn't want to know. They felt wrong. I started to realize that it was because they came from a different time. Somehow, whatever had happened to the Tardis, it had crossed out of Gallifreyan Relative Time. They could describe Gallifrey, but not the Citadel. And their Tardis was... it was so different. Like an ordinary time ship. No dimensional restructurization, no relative placement transference... It was an enormous grey mass with a console and three small rooms inside. And the console looked... it would be like comparing the most beautiful Celistine art you'd ever seen to a child's watercolor painting. Sticks and knobs and analog readouts that printed - actually _printed_! - on paper.

"Hmm."

"But the man was a genius. He said he could fix my Tardis, that he could reverse the coordinates and send me back the way I'd come. He was so confident. And the way he looked at that console, the way he knew where everything was, the way he talked to it..." She actually smiled at that as she shook her head. "I knew he could do it. I just knew."

"To send you back through a hole in the Vortex would've been difficult enough," the Doctor said, eyes narrowed as he watched her suspiciously. "But to do it with an unfamiliar Tardis, more advanced than his own, and on a pre-programmed control..."

"But he did," Modena answered, looking up at him again. "Oh, it took him weeks. And by the time it was operational again, it looked nothing like I remembered. Nothing like I had ever seen. But he sent me right back through that hole, back into Gallifreyan Relative Time, three days after I'd gone missing. I had no control over the navigation system, and I crash landed on Horo'om. But at that point, it was only a few hours before the anchor Tardis found me."

The Doctor nodded slowly, considering her story. Then he leaned forward slightly and drew in a deep breath. "So this man was Gallifreyan, but he was from an earlier Gallifrey."

"Yes."

"And he was womb-born?"

"Yes."

The Doctor nodded again. "What I don't understand is why. You hadn't done anything wrong by falling through that gap in the Vortex. So why blow up the Tardis? Why conceal what had happened?"

"I had crossed Gallifreyan time. The interior of that Tardis would've proved it."

"But what difference would it have made? You were a victim of circumstance, not guilty of any crime. And speaking of being a victim, it sounds like he went to great lengths to try and help you. At what point did his help become non-consensual?"

"I said there were two of them."

The Doctor settled back again, and listened.

"There wasn't much for me to do while the repairs were being done. Of the two men, there was the one convinced that he could fix the Tardis, and the one who thought it best not to interfere. He didn't say so. Not to me. But he wouldn't set foot inside of it. So I had a choice to either sit inside with a man who wanted to do nothing but talk about things I knew I shouldn't be discussing with him - things about the Tardis, about the future of Gallifrey - or outside with a man who wanted to pretend that we weren't from very different times. I found him much easier to talk to anyway. He was charismatic and intelligent. I remember thinking he was born to be a politician. He could talk anyone out of anything. But then he... said some things... to me..."

She drained the rest of her glass, refilled it, and took a deep breath. "When you were young, you told me that you had... urges. Feelings. Let me assure you that I have never had those urges. To me, what he suggested was... abhorrent. I was confused. I understood that he was different, that he was more primitive. But I didn't realize... And I didn't mean to insult him, I just wanted to understand. If he'd only known... If I could've told him..."

She shook her head and dabbed at the corners of her eyes delicately to try and stop the tears that were forming. The Doctor watched her silently, seriously.

"But he didn't know. He thought I was being insolent and ungrateful. That I was sending him mixed signals. And maybe he was right. Maybe I said something, did something. I wouldn't have known if I did. I just didn't think that way..."

"Modena..."

She was crying now, wiping the tears instead of dabbing them. The Doctor leaned forward, across the table, and offered her a hand, palm up.

"You do know that it wasn't your fault..."

It wasn't really a question, and she didn't really have an answer. Only tears. As she set her hand in the Doctor's, she squeezed his fingers tightly. For a long moment, they sat in silence, interrupted only by the sound of her quiet sobs. He saw no reason to make her relive the experience. He could fill in the blanks for himself, and work out what had happened.

"So they sent you back, and you landed on Horo'om."

"Yes," she whispered, sniffling as she nodded.

"Modena?"

She looked up at him reluctantly.

"Why did you blow up the Tardis? Why did you lie to the Inquisitor? The damage that might have been done to the Web of Time when you interacted with our ancestors needed to be rectified."

"Oh, yes. It would have needed to be rectified." She squeezed his hand gently. "_You _needed to be rectified."

"They couldn't undo what had been done. And no one on that council would've sanctioned my murder. The Time Lords may be many things, but murderers of their own kind, they are not."

She studied him with a pained expression as she slowly shook her head. "You still don't understand, do you?" she whispered. "You still don't realize..."

"Realize what?"

She turned her hand to clasp over his, the comforted becoming the comforter as she squeezed his fingers gently and looked him in the eye. "The two men," she whispered, a bit shaky. "The two men were Omega and Rassilon. The Lonely Child of Gallifrey is the son of Rassilon himself."


	19. Chapter Eighteen - Monster in the Hall

**CHAPTER EIGHTEEN**

**The Monster in the Hallway**

"That's not the way it happened," Rose heard herself saying. "Doctor? What is this? Can you hear me?"

She turned full circle in the living room of Modena's home, looking for a door to appear, listening for the sound of the familiar voice. The Doctor in the memory was pouring that drink now, with slightly shaking hands. Rose watched him for a moment, then turned around again.

"Doctor!"

"You have to keep moving," the voice finally came back. As if on cue, her eyes fell on the doorway, softly glowing and white like the ones before.

"What is this?" she demanded as she walked towards it. "This can't be right. This can't be the way it happened."

She reached the door and pushed it open, stepping into a narrow grey corridor.

"I saw snapshots of you, later on. When you were older. You still revered him, still respected him."

"Time is not linear, Rose."

She frowned. "What, so you mean it's like a paradox?"

"There are any number of equally true versions of me, overlapping in time and in memory. The first had no way of knowing what the second would uncover when Rassilon appeared, back from the dead."

"What do you mean, back from the dead?"

"The events of each of those lives are fixed, but the memory is fluid. Time has woven my experiences together as seamlessly as possible into the man that I was at the time the breach was made. "

"Multiple versions," she repeated. "And they don't fit together at all."

"But they're equally real. And it was a combination of all of them that created the ultimate outcome."

"What ultimate outcome? How did it end, between you and him?"

"That's what I need you to find, Rose. That's what you're looking for."

"And it's here? It's..." She paused as she turned full circle to look around the grey room. "Where am I, anyway?"

"The rooms link the corridors," he said. "They're bridges from one memory to the next."

"Why don't you just take me to the end if you know where we're going?"

"I don't."

"Then how are you creating the bridges?"

"I'm not," he answered softly. "You are."

*X*X*X*

"Amy?"

Amy stopped mid-step at the sound of the familiar voice that seemed to seep out of the walls from every direction. "Doctor?"

"Amy, listen to me."

His quiet words were followed by a low, threatening growl from somewhere in the darkness. She took a step back, towards the wall. "Doctor, what is that thing?"

"The Quiescenary. It can smell you."

"So, what, it's... hunting me or something?"

"Yes. It's following Rose, too."

"Rose?" Amy blinked, startled. "I thought Rose was gone!"

"She's there. She's looking for the same thing you are."

"Good! Where is she? We can look together!"

"You need to stay away from the Quiescenary," the Doctor said firmly. "While your consciousness is separated from the rest of you, you're in a vulnerable state."

"Well, what does it want with me? I thought it wanted dormant energy or something. It had no interest in me before."

"It's been tracking you. It can feel your confidence, your determination. It considers you a threat."

She turned around, full circle, peering into the darkness as if it might somehow clear away and let her see all the way down the never ending hallway. She frowned as she cast a long look at the doors against the opposite wall. She might be determined, but she was far from confident. She didn't even know where she was headed anymore.

"Doctor? You know Charley just disappeared, right? Right after she said something about how we were right back where we started."

"The Quiescenary is close."

"Right, okay. Change of plans, then. Escape first and find the big, bad memory later, yeah?"

"I can't tell where it is. But it's close."

Suddenly, she heard it - the heavy, thudding footsteps from somewhere in the dark. They made the walls shake. But she couldn't tell which direction they were coming from. "Did this thing grow feet since the last time we saw it?" she asked a bit nervously.

"Just keep moving," the Doctor ordered.

"But Doctor, if I don't know where I'm going, I -"

The next footstep was followed by a deafening roar. It was the sound of a wild animal, or maybe a dragon, so loud that she had to cover her ears with her hands.

"Doctor?" she whispered shakily, fearfully.

But there was no answer. As she backed away slowly, not sure which direction was safest, her eyes darted over the stillness in the hallway. In the depths, she could swear she saw something move, and she gasped as the light caught the glint of two eyes, low to the ground.

"Amy, run!"

Amy ran. She didn't even think to grab her shoes, not that they would have done her much good anyway. Bare feet slapping on the hard floor, every step jarred all the way up her spine. She didn't think about where she was going, or what she could possibly hope to achieve at this stage. She just ran. In the back of her mind, she was remembering how much she had always hated jogging. Of course, this wasn't jogging. And it was much easier to run when being chased by an enormous, scary thing.

She could hear it behind her, and she didn't dare look back. But as it gained ground, closer and closer, she could swear she heard it breathing, felt its hot breath on her neck. _Doctor, I sure hope you have a plan!_

The swipe at her back caught her off guard, in spite of the fact that she'd known the thing was right behind her. Searing pain shot from the deep gashes of the creature's razor sharp claws and she sprawled forward, barely able to catch herself on her arms. Scrambling to turn, to back away, her eyes grew wide as saucers as they came to rest on the enormous creature looming over her. It was crouched on all fours, and over three feet tall. Covered in black hair and with teeth the size of her palm, it looked like something out of a child's storybook. Unfortunately, it was much more real, and much more frightening.

She gasped as the creature snarled, and she felt fear wash over her in waves. She had faced death before, but she had never been so afraid of anything in her life. The terror overwhelmed her awareness of the pain, and she realized that the warm wetness she was lying in was hot, sticky blood. She couldn't move her legs...

"Doctor!"

She heard the sound of the opening door. She wasn't sure who or what she expected to see. The Doctor, perhaps, providing her a way out. Instead, she saw Rose. Standing in the doorway, eyes wide, she was staring at them like a deer caught in the headlights. And suddenly, the Quiescenary had much more interest in its new prey.

"Rose, look out!"

*X*X*X*

Gasping. Struggling. She was shaking and terrified and being held down. "Get off! Get off me!"

"Amy, get up."

She didn't know where she was, or how she'd gotten there. She couldn't see. She couldn't think. Nothing but panic and terror. She scrambled to her feet, and the sensation of drowning faded. The confusion and disorientation. Where was she? How had she gotten here? She did the only thing she knew to do.

"Doctor!"

"It's alright." His voice was comforting, but tense. She could hear how tight it was and if she wasn't already terrified, it would've made her nervous. "You're inside of a blank construct."

"A _what_!" She didn't like hearing the sound of terror in her own voice. She liked it even less when she didn't fully understand why she was so terrified.

"Empty space."

Slowly, it was coming back to her. The creature, the blood, and the _smell _of it all. Frantic, she felt her back, her legs. But there was no blood. She was safe. And she felt no pain. Finally, her eyes were coming into focus. Pulse still racing, hands shaking, eyes wide with terror, she stared at the dingy grey walls around her as if they might turn at any point into the hideous creature that had been looming over her just seconds before.

"I... That... Where did it go!"

"It's okay," the Doctor reassured her. "But I need you to keep moving. I can't maintain this construct for long."

"Keep moving! What, you mean with that thing running around out there!"

"Amy, please. It doesn't want you. It wants Rose. But if I pull her out, you're all that I've got."

"Rose!"

Suddenly, she remembered why the creature had lost interest in her in the first place. Shaking, she spun around in circles, looking for a way out, a way to help, a way to escape. She was too confused to even know what she was looking for anymore.

"That thing!" she stammered, trying to pull her thoughts together, wading through the panic. "She's right there with it!"

"I know. That's why I need you to take a deep breath and calm down."

"It's going to kill her!"

The answer didn't come. Closing her eyes, she focused hard on her breathing, on calm. On relaxation. On safety. She was safe. The Doctor still needed her to do something. Breathe in... breathe out...

"What do you need me to do?"

"There's a door in the corner of the room you're in."

She opened her eyes slowly, and they fell almost immediately to a door she was sure hadn't been there a moment before.

"Please," the Doctor said quietly. "Just keep moving."

She was dizzy. The confusion was setting in, and she felt an irrational but overpowering urge to burst into tears. Still shaking, she took in a deep breath and rocked back and forth on her heels a few times, willing away the feeling of nausea before she finally stepped forward, stumbling towards the door.

Just keep moving...

***X*X*X***

Rose didn't think she'd ever run so hard for so long. Legs burning, side aching, lungs about to burst, she didn't slow. She didn't dare. She could still hear the monster behind her, still feel it looming closer with every step. She could see its shadow on the walls, the doorways on either side that it washed over and consumed.

"Rose?" the Doctor's voice echoed in her mind, calm and reassuring.

She had no breath to cry out, but she knew he could hear her anyway. _Where do I go? How do I stop it?_

"You can't stop it," he said softly. "If it catches you, it will kill you. There's no more time."

Still running as fast and as hard as she could, she could feel every beat of her pounding heart. _What's that supposed to mean!_

"I have to pull you out, Rose. But I can't do it without your help."

"No!" She wasn't sure where she's managed the breath to scream at the darkness that was slowly surrounding her. It echoed in the long, empty hallway. "Don't you dare! You'll die."

"I know."

She grit her teeth as she ran harder. Every muscle hurt. Every step she took, she wasn't sure she could make it to another. But she couldn't stop. She wouldn't. _Don't you dare, Doctor! _

"Please, Rose. I need to know you're safe."

She balled up the anger inside of her and used it to propel her forward. "Go to hell!"

Light. Blue green light up ahead gave Rose the strength to take a few more steps. But her muscles were in full rebellion, and she was dizzy with the lack of oxygen. She could hear the creature behind her although she dared not look back. She just ran. Towards the light. There was really nowhere else to go.

The light was a time rotor. The room was the control room. Without thought, she bolted toward the console, then past it to the door leading outside. She wasn't sure what she expected to find out there, where she expected to be. This was the Doctor's mind, after all, not some unknown planet. But wherever she ended up, it would be further from this thing. And if not, if this was a dead end, it changed nothing. She couldn't run anymore. Either she would find rescue on the other side of those doors, or she wouldn't.

The blast of hot sunlight on her face blinded her for a moment as she stumbled out through the doors. Shielding her eyes with her arm, she reached back and pulled the doors closed behind her before she collapsed, heaving, dizzy, on the soft ground. Grass. Red grass. Shaking with adrenaline and exhaustion, she gasped for breath. Every lungful burned, full of ash and smoke.

Slowly, she raised her eyes as she heard a loud rumbling overhead. In the distance, like a broken snow globe, the citadel stood looming against the burnt, smoky sky. A city in shambles, a planet in ruin. The hills around her were on fire, littered with debris of ships and weapons, rotting corpses and broken Dalek casings. Eyes wide with horror, she pulled herself slowly to her feet and beheld, with awe, the remnants of Gallifrey.

The memory of the Time War.

**TO BE CONTINUED...**

**in The Last Child of Gallifrey**


End file.
